


Rainbow Dash's 10/10 Top Tier Cock

by DraceDomino



Category: My Little Pony: Equestria Girls
Genre: Cock Worship, Creampie, F/F, Futanari, Large Cock, Mind Control, Oral Sex, Rape/Non-con Elements
Language: English
Status: Completed
Published: 2019-02-23
Updated: 2019-05-30
Packaged: 2019-11-04 14:30:11
Rating: Explicit
Warnings: Rape/Non-Con
Chapters: 4
Words: 24,236
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17899889
Author URL: https://archiveofourown.org/users/DraceDomino/pseuds/DraceDomino
Summary: Rainbow Dash has it all. Great hair, amazing athletic skills, musical talent, a group of wonderful friends...and what's easily the best dick in the state. Maybe the country. Maybe even the world. Maybe even the universe.Well...at any rate, it's a really nice dick. It's so nice that when she flashes it, whoever sees it just knows that they've gotta, gotta, gotta have it! It doesn't matter if they like Rainbow Dash or not, that hog is just too tempting to pass up getting a ride on!





	1. Showing in the Shower

Rainbow Dash’s 10/10 Top Tier Cock  
-by Drace Domino

At Canterlot High, Sunset Shimmer was the real girl in charge. Everyone knew it; she was popular and beautiful and had a tendency to simply walk over anyone that was stupid enough to get in her way. The boys all wanted to date her and the girls were all either afraid of her or just as interested as the boys were. She had a cruel charm about her that was enough to win over her classmates, either through simple adoration or outright fear. Nobody wanted to cross her, and everybody wanted to be within the sheltered harbor of her good graces.

Sunset Shimmer didn’t have a good side, but it didn’t matter - her bad side was enough to make everyone acknowledge her as the queen of class. She was at the very top of the illustrious high school hierarchy, and there was nothing that could possibly bring her to her knees.

Or at least...that’s what she thought.

It was the end of the school day, and Sunset Shimmer had lingered behind after gym class to take a long, relaxing shower in the locker room. She still hadn’t entirely given up on her plan to simply sneak into Principal Celestia’s office and re-steal the crown that rightfully belonged to her, and sticking around after hours seemed like the best way to scope things out and wait for an opportunity. Besides, it was nice to spend some time to herself in the large, empty locker room - taking time to shower her sweeping, soft hair, lathering lotion and moisturizer on her amber-toned body, and letting her muscles relax and unwind. It was still a little tricky balancing on her hind legs all the time, after all!

When Sunset Shimmer finally stepped out of the shower with one towel wrapped around her hair and another around her naked body, she saw that someone else had decided to linger behind in the locker room after hours. Sitting on a small bench beside a row of lockers was none other than Rainbow Dash; the smirking, blue-skinned bitch that she was. Dressed in tight fitting track shorts and a muscle shirt, it was clear she had just gotten done with a workout, and when Sunset came around the corner Rainbow Dash looked up from her sneakers to take in the sight of Canterlot High’s resident princess.

“...Rainbow Dash.” Sunset Shimmer spoke in a manner that was practically professional, and she lifted her nose in judgemental indignation as she padded barefoot across the tile. It was clear from her tone and her body language that she wasn’t thrilled that someone else was there, but couldn’t be bothered to get wrapped up in conversation with the other girl for now. If she waited too long, she might miss her opportunity to sneak into Celestia’s office and get her hands on that damned crown! She walked right by Rainbow Dash and straight to her locker, bringing her hands up and twisting the dial as she hummed quietly to herself.

Rainbow Dash, having just slipped out of her sneakers and now leaning back atop the bench, took the time to glance over the other girl. A lazy smile was spread on Dash’s face as she started at Sunset’s bare heels, slowly working up her smooth, toned legs to where the towel started to wrap around her. She couldn’t see anything of Sunset’s rear, but the girl’s bare back was still quite the sight. The athlete simply stretched back, took a deep and satisfied breath, and moved a hand down to her lap to adjust a growing bulge that was pushing against her skin tight track shorts. A bulge that, unlike normal class hours, she was making absolutely no attempt to hide.

“Sunset...Shimmer.” Rainbow Dash’s voice chirped up softly, teasingly, and she drew in a breath so deep and loud that Sunset could definitely hear it. Afterwards, she smacked her lips together in pointed fashion, and drummed her fingers on the sides of the bench. Anything to make just a little bit more noise - anything to keep making Sunset Shimmer twitch as her back was turned. The only thing better than giving a cocky bitch like Sunset a hard time was watching her desperately try to pretend that every inch of her wasn’t annoyed.

The amber-skinned villainess rummaged through her locker, grabbing her clothes to change into and pulling them swiftly against her chest. When she spun around on her bare feet she found Rainbow Dash had already stood up, and she was facing her at a close distance. With one hand on her hips and the other lifting up her muscle shirt, Rainbow Dash made perfect eye contact with Sunset as she slowly pulled her shirt up and over her head. As she tossed it aside to reveal a flat, bare chest with smooth breasts and large, dark nipples, Dash merely smirked and bit down on her bottom lip. It wasn’t at all an uncommon sight - Rainbow Dash had a tendency to parade around the locker room without a shirt on. She was proud of her tomboy figure, and it was well known that she liked showing the other girls her tits...or lack thereof. Sunset Shimmer merely rolled her eyes, and clutched her clothes a little tighter to her body.

“Will you get out of my way, please,” Sunset Shimmer glared, and gave a tiny huff of indignant, barely restrained irritation. “It’s already late, and I need to-”

“Need to what?” Rainbow Dash interrupted her swiftly, and continued to keep that lazy, snarky smile spread across her features. She scratched idly at her flat and toned belly and even moved a hand up to brush one of her own breasts; fingers smoothing across the blue skin and the darker shaded nipple, leaving it a bit stiffer for the attention. “Need to make Rarity cry again? Need to threaten Fluttershy that you’ll tell Principal Celestia about Angel? Need to call Pinkie Pie names because you can’t imagine anyone being happy?”

Just like that, the atmosphere in the room went from awkward to aggressive. Sunset Shimmer’s eyes widened as Rainbow Dash recounted a laundry list of her past crimes, things that she had done in random passing and hadn’t given much thought to. She behaved in a predictably cruel fashion to almost everyone - how was she supposed to think that her mistreatment of those three was somehow above and beyond the norm! Nobody had ever confronted her quite like this, and she took a step back nervously. She wasn’t quite sure what Rainbow Dash was planning, but that wasn’t enough to take the edge off her attitude.

“Oh, give me a break,” Sunset Shimmer scowled, and lifted her nose in haughty fashion to Rainbow Dash’s complaints. “I’ve seen Rarity burst into tears because she had a single thread out of place. And Fluttershy really shouldn’t have animals at school. And Pinkie...well…” The cocky young woman matched her gaze to Rainbow Dash’s, and was unable to resist her basic, devious nature. “Well, Pinkie Pie is just an idiot.”

Rainbow Dash scowled a little deeper, her arm bracing against the lockers as she kept her eyes on Sunset Shimmer. The amber-skinned bully of Canterlot High had a few things coming to her, and if Dash wasn’t so nice she likely would’ve decked her by now. Even a single one of her friends being sad was enough to make her want to rush to their defense, but all three? Sunset Shimmer was spreading meanness and tears through Canterlot High, and a friend could only see someone like Fluttershy cry so many times.

“Leave them alone, Sunset Shimmer,” Rainbow Dash finally spoke up again, her voice sounding bold, protective, and even a bit noble. It sounded a little out of place on the girl that was famous for her ego and boasting, but if there was one thing Rainbow Dash was above all others, it was loyal. “In fact? Maybe you can just stop being a bitch to everyone for a while. Let people get to know you. You might even make a friend.”

With that, Dash gave Sunset Shimmer a chance to think over her words, and in the meantime took the time to give the other girl’s body yet another once-over. Sunset Shimmer was naked save for the towels around her body and hair, and though not much of her was revealed those bare shoulders and slight hint of cleavage were enough for the athlete to enjoy. She smiled slowly as she took in the sight, one eye arching as she appraised the bitchy thing in front of her. It was too damned bad that Sunset Shimmer was such a miserable witch - she could be hot if it wasn’t for the fact she was always yelling at people. Like now.

“Just...just what do you think you’re looking at, you pig?!” Sunset Shimmer finally snapped at Rainbow Dash, glaring fiercely at her. There was only so long she could tolerate being ogled like that! She clutched her extra clothes to her chest a little tighter, until her eyes naturally travelled to Rainbow Dash’s lap. When she saw the bulge at the front of her track shorts she was taken aback, her eyes going wide and a sudden gasp forming at the edge of her lips. “You’ve got to be kidding me! You’re just going to stand there pointing at me with that?!”

“Hmm? Oh, this?” Rainbow Dash couldn’t help but chuckle, and glance down at her throbbing bulge. She moved a hand down to pat it once more; smoothing her fingers up and down the thing through the fabric of her shorts, sighing contently at the touch. Seeing Sunset Shimmer wearing nothing but a towel had done wonders for her cock, but the amber-skinned witch had no idea just what a sight of it would do for her. Canterlot High’s best athlete had still been wondering whether or not to show her, knowing full-well that once she did...things tended to get out of hand pretty fast.

Poor Sunset Shimmer. She wouldn’t have a chance to resist...but then, she didn’t really deserve one. Rainbow Dash gave a small shrug, and with Sunset Shimmer’s irate nature firmly in mind hooked her thumbs to the waistband of her track shorts and pushed them down. As she did so and a heavy flopping noise filled the air between them, the school’s star athlete couldn’t help but chuckle as she offered the unruly bitch a few casual words laced with her own wicked intent.

“Sorry, Sunset. It points at what it wants.”

She stood there with her shorts hitched in between her thighs and her cock completely exposed - and Sunset Shimmer, with eyes wide, mouth agape, and breath caught in her throat, could only stare. The clothes she had been clutching to her chest soon dropped down to the floor below, and within the first few seconds Sunset Shimmer moved to join them. In a fluid, smooth motion she dropped down to her knees, her eyes still utterly transfixed on the massive blue member before her. It was, beyond a measure of a doubt, the most perfect, attention-demanding cock she had ever seen.

Deep within the reasonable part of Sunset Shimmer, she wondered if there was some form of Equestrian magic at work. Nearly a foot long and beautifully thick, accompanied by a heavy sack underneath that was smooth and flawless. Rainbow Dash’s blue cock was capped with a tip just a few shades darker than the rest of her flesh, and clinging to the tip was a perfectly formed bead of precum - like the sweetest cherry on the tastiest treat in the world. The devious Sunset Shimmer couldn’t truly tell whether it was the work of magic or just flawless biology, but Rainbow Dash had such a glorious cock that it became the sole focus of her desire. The only thing in the moment she craved. The single most desirable thing within her world.

The crown she had stolen from Equestria could be sitting on top of Rainbow Dash’s cock, and Sunset Shimmer would merely throw it away so she could properly suck that borderline divine cock. The only thing in all her experiences that she had ever seen that came close to it in phallic glory was Princess Celestia’s horn back home, but then...she had never wanted to shove Celestia’s horn down her throat before.

“This...this is...it’s so…”

“Yeah, I’ve got a pretty great dick.” Rainbow Dash shrugged casually, as if it was no big deal. As if it wasn’t a cock so perfect that it had instantly brought the school’s biggest bitch to her knees in the preamble of service. The athlete merely gave a tiny chuckle as she slapped her palm around the midpoint of it, swinging it back and forth and giving herself a few soft pumps. Sunset Shimmer’s eyes followed the tip like a cat chasing a toy, her lips parting and her tongue moving softly over her lips, as if imagining what that meaty treat tasted like. Dash merely gave a cocky grin, and made sure she got a good look from every angle. Unlike Sunset Shimmer, it didn’t have a bad side. “I know I’m pretty awesome. Maybe the most awesome, and I got a cock to match! Seems like any time anyone sees it, well...they just can’t help themselves. So you wanna put it in your mouth yet? Be nice to shut you up for a little bit.”

Sunset Shimmer gave a nervous swallow, and one of her hands moved up with trembling fingers to grip the edge of the towel wrapped around her hair. She slowly pulled it free and let the thing fall to the floor of the locker room beside her, and underneath her red and yellow hair was a tangled, wet mess that hung wildly down the sides of her cheeks. As the smell of her freshly-shampooed hair drifted up to Dash’s senses that impressive blue cock gave a noticeable twitch, and the athlete squeezed her length at the very base to give herself a bit more pleasure. Merely being under the attention of Sunset Shimmer seemed to make her a bit larger, and it was quite willing to wait for Sunset to collect her thoughts before responding. There was no rush - and clearly, Dash could stay hard and patient for as long as the other girl needed.

“...my...mouth…?” Sunset Shimmer finally found the strength to speak, even though she couldn’t find it to turn her gaze away from Dash’s cock to look at her face. Instead she continued to stare, wide-eyed, her lips faintly parting and her breathing going stilted and weak. Her resolve was fading, her resilience was breaking, and she was finding herself completely unable to resist. Just like Rainbow Dash expected; for whatever reason, nobody ever said no to her offer to let them have fun with her cock. It was simply too tempting to ever pass up, too glorious to miss a chance to enjoy. ...even if deep down, the girl drifting closer to it hated every last part of the cocky athlete offering it.

Sunset Shimmer was in such a position now, her hand once more reaching out and this time clinging at the bundled towel against her chest. Another smooth pull forward and it came free just like the other, and underneath her amber skin was revealed in all its naked glory. Full breasts, lovely hips, and a tiny patch of flame-red hair just above her slit. The little nest of red fuzz was wet from her shower a few minutes ago, but just underneath it her folds were soaked for an entirely different reason. As she stripped and exposed herself before Rainbow Dash the other girl gave a cocky laugh, and she stood with a wider gait as her back pressed against the lockers. It was well past easy to see where this was going.

“Go ahead and suck it, Sunset,” she continued to encourage her, waving the thing back and forth like a hypnotist’s watch. Sure enough, the other girl’s eyes followed it as it swayed, staring into the tip glistening with that delicious dot of precum. Ever-eager to push the bratty princess of Canterlot High into pleasing her, Rainbow Dash wasn’t above letting her voice slip out in a soothingly friendly fashion - even if underneath the surface Sunset’s distaste for her was mutual. “It’ll be awesome. Doesn’t it look good? Doesn’t it look tasty? And if you blow me, I just might take you into the shower and let you feel it in your pus-”

She didn’t get to finish that thought as Sunset Shimmer’s defenses broke, and she darted forward to do exactly as she was encouraged. Her stomach twisted into knots at the conflict, butterflies of arousal battling hornets of resentment for Rainbow Dash and ultimately coming out victorious. Her desire to suck that plump and perfect dick was far, far greater than her dislike of Rainbow Dash in that moment. Besides, she didn’t have to be her friend to give her a blowjob! She could blow her...as an enemy!

“Fuck, that’s a good girl,” Rainbow Dash cooed as she leaned back, gazing down at the slutty girl on her knees below her. Sunset Shimmer hadn’t hesitated; she had already pushed Dash’s hand away so she could hold that magnificent member, and her head was turned to layer kiss after kiss after kiss up and down the shaft. Her free hand cradled the girl’s heavy sack and she did all she could to experience the weight and feel of Dash’s length, from brushing her cheeks back and forth over the shaft to nuzzling her nose where her cock met her balls, to even willingly slapping herself with that meaty length. She had an enthusiasm for cocksucking that Rainbow Dash hadn’t seen since the time she showed her prick to Vice Principal Luna, and they had only just begun. Rainbow Dash’s arms folded across her flat chest and she gazed down into the ashamed eyes of her enemy, gleefully smirking as Sunset kissed, licked, and nuzzled her cock to greater levels of stiff arousal. “See, Sunset? You’re not such a bitch after all, at least when you’ve got a dick on your face.”

“F...Fuck you, Rainbow Dash,” Sunset Shimmer hissed from the back of her throat, even though before long those words would get stuffed right back down her mouth on the tip of Dash’s flawless dick. The resentment that burned in her eyes was a constant, and it was clear that neither the throbbing prick or the soaked pussy between them would change that. Even as she drug her tongue across Dash’s balls in a wide, wet lick that left the girl trembling, she glared up at her with anger and indignation framed by wet, tangled hair. “You’re lucky that you...that you…”

“That I have a nice cozy spot to stuff my dick. Ahhh~” the other girl gave a satisfied sigh as she pulled her hips back and gently thrust them forward, just enough to push the first few inches into Sunset Shimmer’s constantly bitching mouth. Goosebumps rose on Dash’s arms as she felt the girl’s tongue whip back and forth underneath the tip, slathering her in spit and collecting the sweet flavor of her glistening precum. Dash didn’t quite know what was better - feeling Sunset’s inviting mouth wrapped around her with plenty more inches to go, or simply the sweet silence of not having to listen to her arrogant boasting. There was only room at Canterlot High for one dominant egomaniac! “That’s just what I expect from the pretty pretty princess of the Fall Formal…”

Sunset Shimmer’s mouth had never watered quite like this! With every lick she gave Rainbow Dash’s cock she could feel her body coil in pleasure, so much so that she didn’t even mind when the brat above her threw taunts her way. She plunged herself down to take more of Rainbow Dash’s cock but could only manage a little less than half of it before she realized the rest would need to go down her throat, and she paused there with her hands on Dash’s hips and her eyes flickering up towards the face of the cocky girl looming over her. The flavor of that perfect cock rested on her tongue as lines of drool escaped both corners of Sunset’s mouth, falling down to splash against her amber breasts and glisten over her nipples. She could tell by Dash’s smirk that the athlete was fully expecting her to fail at handling every inch of it - and she knew that if she took anything less than the entire cock into her mouth Rainbow Dash would never let her hear the end of it.

And Sunset Shimmer certainly couldn’t have that hanging over her head. She’d show this obnoxious braggart that even though her cock was flawless, it wasn’t too much for her! With a look of resolved determination crossing her features Sunset Shimmer flattened her tongue, sticking it out from underneath Dash’s cock and cradling that meaty blue length atop it. As she started to push her head forward she did her best to keep her tongue balancing the girl’s prick, helping to steady it as it began to slither down her tender, virgin throat. She didn’t get very far until she realized that this might indeed be too big of a task for her to comfortably handle, but at that point she was already committed - and Rainbow Dash spoke up to make sure of it.

“Really think you can deepthroat me?” she inquired in her predictably arrogant fashion, and simply waved a hand dismissively through the air. “If Vice Principal Luna couldn’t, you don’t have a chance.” She paused for just a few brief seconds, before adding in a mocking tone: “When it comes to sucking dick, you’re only second best. Maybe third.”

The fire and passion that burned in Sunset Shimmer’s eyes was a combination of the two most intense parts of her psyche in that moment - an urge to be the absolute best at anything she did, and a surprising craving for Dash’s dick that she had only just discovered. With those two driving forces pushing her Sunset Shimmer lunged forward, her hands tightening to Dash’s hips and her fingers bending inward to the point her nails dug into the girl’s flesh, leaving sharp imprints as she struggled to claim all of her inches. The sting of Sunset’s nails into her skin was worth it in return for the pleasure her throat brought, and even Rainbow Dash let out an impressed moan as she saw the girl’s lips move past the halfway point, and then the three-quarters point, and so very, very close to the base.

“Fuck, that’s it...that’s it...almost there…” Rainbow Dash trembled, her knees going weak as her cock occupied the girl’s throat. She had it shoved so far down that Sunset’s throat had a noticeable bulge; not too much unlike the one Dash had worn on her track shorts a few moments ago. Sunset’s lips were a mere half-inch away from Dash’s lap and the devious young woman pushed herself as much as she could manage, clutching to Dash harder and harder, straining, wincing, shoving...every muscle in her body tight, and tiny tears of strain forming at the corners of her eyes. And all the while, Dash’s voice hissed out encouragement; not for Sunset to better herself, but to enjoy every last bit of her cock within some irritable bitch’s face. “Little bit more, Slutset Shimmer...show me what a good cocksucker you are!”

Ultimately, and much to the manipulative bitch’s frustration, Sunset Shimmer fell just short of the mark. Even with Rainbow Dash yelling support for her efforts, her lips came just shy of the athlete’s lap. She couldn’t find the space in her throat to go any further, and the strain of trying had simply become too great. With a grunt of frustration she pulled her face away from Rainbow Dash’s cock and fell into an immediate coughing fit, her head bobbing down as she winced from the soreness in her throat. She wasn’t sure what stung the most - that she had failed to take down every inch, or the knowledge that Rainbow Dash was still standing over her with a cock soaked in spit and the smug smile of a bitch that knew she had beaten her. Thankfully, Rainbow Dash was fairly merciful as Sunset recovered, and she moved a hand forward to pat the girl in condescending fashion on her wet-haired head.

“Not your fault. It’s a hell of a dick.” With that, Rainbow Dash merely waited until Sunset caught her breath; or at least sounded like she did. Once the girl had stopped coughing Rainbow Dash sunk her fingers deep into Sunset’s moist hair, and her other hand joined in as she took a firm grip on both sides. She didn’t even give Sunset the chance to wipe the ropes of spit away from her lips before she introduced her cock to the girl’s mouth once more, shoving herself past those pretty lips and onto a raw and tingling tongue. “But I’ve got stuff to do tonight, and I can’t spend all night waiting for you to figure out how to get a girl off!”

From there, Sunset Shimmer’s fascination and lust for Rainbow Dash’s cock was merely academic, because the athlete was fucking her face no matter what she had to say about it. A long, lewd groan rolled through Sunset’s throat as Dash started to pull and push at her head, forcing her to suck her length with wet and wild strikes as her hair whipped around her face. Dash met the motions of her hands with thrusts of her hips, and though her cock never went quite as deep as Sunset had forced herself previously, there were certainly moments in which the top few inches of her dick found themselves occupying the girl’s throat. Back and forth she rushed and all the while Sunset’s head was firmly controlled by the fingers in her hair, keeping her steady and making those threads of spit not only bounce with every motion but find themselves joined by even more of a wet mess. Sunset Shimmer was a drooling and slutty display as she was facefucked by the cocky athlete, but the way her eyes were rolling back in her head - to say nothing of the grip she still held on Dash’s waist - was a perfect indicator of her delight.

This glorious cock wasn’t just great to observe or fondle, it was an outright delight to feel pushing over her tongue and down her throat in such a series of sharp, quick strikes. Her tongue quivered gleefully as she felt flavor rush through her senses, and heat build inside of Sunset Shimmer that burned away any trace of resentment she had for Rainbow Dash in the moment. When she stared up at her now through bleary vision and a few intersecting locks of red and yellow hair, she didn’t see the obnoxious braggart that was friends with all those other idiots - she saw a generous blue-skinned beauty feeding her the most delicious treat imaginable one inch at a time.

Sunset Shimmer soon let her hands drop from Rainbow Dash’s hips, moving instead now to her own naked body. First she slapped her palms across her bare tits and collected all the spit that had collected there, rubbing the nectar over each perfect orb and pushing her nipples into her own moist grip. She made a lewd display of letting her body shimmer underneath a coat of it, and those soaked fingers soon travelled down as she moved both hands to her pussy. The forefinger from each was guided to the entrance of her slit and she pushed them inside in perfect tandem, just as she guided both thumbs to press against her sensitive hood and rub back and forth across that sweet flesh sitting underneath the patch of red fur. She rocked her hips just like Rainbow Dash did her own, and there were times that the wicked young woman couldn’t determine which was sloppier and more soaked; her own mouth drooling and slurping and spitting, or her drenched folds that felt as if they were wrung of juice with every press of her fingers.

And from above her Rainbow Dash merely smiled, tightened her grasp at the sides of Sunset’s head, and fucked all the harder.

She rarely pulled her cock out of the girl’s mouth, and when she did it was either to slap that glorious length across her amber cheeks or force Sunset to drag her soaked lips and messy face across her heavy, sensitive balls. Every action she took came from a place of profound desire to see Sunset in such a submissive position - to see blushing underneath a second skin of spit and precum and to feel her tender whimpers against a soaked sack. For every other girl Sunset bullied, for every time she made Rarity or Fluttershy cry, Rainbow Dash would claim at least a dozen thrusts into that moist and inviting mouth. If she could hold out that long, of course.

“Fuck, I’m close…” Rainbow Dash hissed as she picked up the pace, slamming her hips back so hard that her ass crashed to the lockers behind her before rushing forward just as hard. It sent a loud clatter into the otherwise silent locker room, even noisier than Sunset Shimmer’s gagging and lewd, moist slurping. “Here it comes, Slutset! You bossy little cocksucking bitch! Finally found something you’re good foooooor~”

With those dismissive and crass words filling the air, Rainbow Dash was able to remind Sunset of her feelings for the blue-skinned beauty. It was just enough to let that spite drift back into her throat, only to be suddenly drowned by a wave of cum that was ejected straight into her mouth. Sunset barely had the time to rationalize what she was doing for a girl she hated so much by the time that warmth was filling her face; making her cheeks puff out to a comical degree and swirling down her throat in a suffocating wave. The young woman coughed and sputtered but the dominant Rainbow Dash wasn’t willing to let her up, locking her hands into her hair and making her drink down as much as she could. It spurted from the corners of her mouth as they stretched around Dash’s cock, splashed to her already spit-covered tits and smooth belly, and with nowhere else to go rushed down her throat amidst a series of small, staggered swallows.

By the very end of it Sunset Shimmer’s belly was warm with the creamy nectar she had just been forced to gulp down en masse, and when Rainbow Dash pulled her prick from the girl’s mouth she once more fell to her palms and coughed in a desperate bid for breath. This time it wasn’t just spit hanging from her lips or her tits; thin bridges of cum connected her body to the tile of the locker room floor, waving and shuddering with every ragged breath and forced cough rushing through her. She sniffled, she sputtered, and she even had tears in her eyes by the time she looked back up at Rainbow Dash - but Canterlot High’s top all star wasn’t worried. Instead, she was leaning against the lockers again in her fully bare state, her soaked cock still sticking straight out in all of its unbelievable beauty. She didn’t ask if Sunset was okay - or even whether she wanted to keep going.

She wasn’t terribly concerned about the former, and she already knew the answer to the latter.

“Get your ass into the shower, you’re a fucking mess.” Rainbow Dash beamed, every ounce of her oozing the sort of cruel authority that Sunset Shimmer herself embodied in her most wicked moments. She grinned all the wider when a particularly naughty thought occurred to her, and she licked her lips in pointed fashion. “Crawl there on your hands and knees, and I just might follow you inside and give your pussy a try.”

Sunset Shimmer merely stared, cum dripping from her cheeks and her tender heart racing rapidly. She wasn’t sure which was more powerful within her - her outright disgust at Rainbow Dash and her cocky attitude, or the compulsion she had to do exactly what the girl said in the hopes of earning more of her cock. Ultimately, it only took one glance at Rainbow Dash’s dick for one side to win out.

Without a word - but with an intensely resentful glare - Sunset Shimmer padded forward on her hands and knees, waddling her way back towards the showers. Rainbow Dash merely smirked as she watched the bossy bitch make her way towards the tile, lingering behind just a moment. After Sunset Shimmer rounded the corner out of sight to wait for her proper dicking, Dash knelt down to the girl’s pile of clothes and gave a wide, mischievous smile.

“...something to remember the fun we’re about to have today,” she whispered idly, just as she scooped Sunset Shimmer’s phone out of her jeans pocket, and silently turned on the selfie camera.

***

When Sunset Shimmer would turn her phone on later, she’d find that her home screen had been replaced with a picture of Rainbow Dash’s recently sucked cock - dripping with Sunset’s spit and marked with lines of Dash’s cum; just as beautiful and flawless as Sunset’s mouth would’ve remembered it. It was a little treat for the girl to enjoy later; at least in Rainbow Dash’s mind, and the notion of Sunset sitting at home desperately masturbating while looking at her phone’s new home screen was enough to make her rock hard and hungry again. By the time she padded back to the showers to claim the rest of her prize her glorious dick was sticking straight out from her lap, the absolute pinnacle of cock perfection.

Her dick, however, wasn’t the only thing that had time to recover. Once she had crawled on hands and knees to the shower and spent some time underneath the hot spray of refreshing water, Sunset Shimmer’s old venom had returned to her tongue. Her hair was soaked to her scalp and shoulders and her face was clear of Dash’s cum, and her eyes burned fiercely when she turned to glare at the cocky girl that made her way around the corner. She stood naked and glistening in the shower, and pointed firmly to a spot beside her as she let her voice bark through the locker room in demanding fashion.

“Get your ass over here and let’s finish this already,” she ordered in pure princess mode, her eyes narrow and her muscles tight. She still wanted to know what that amazing dick felt like inside of her, of course, but she wasn’t going to crawl around on hands and knees anymore! After all, she was Sunset Shimmer! Student to Princess Celestia! Future Fall Formal princess! Maybe even - if all went according to her plan - ruler of the whole damned school! She had better get used to bossing around Rainbow Dash, since once she was calling the shots the school’s star athlete’s biggest job would be letting her enjoy that dick any time she wanted! “I’ll let you fuck me just this once, but if you don’t make me cum...ohh, you’ll regret it, Rainbow Dash!”

Rainbow Dash was predictably amused by it all, and her cocky smile said as much. With her arms folded across her chest and her beautiful dick swaying with every step, Rainbow Dash padded barefoot towards Sunset Shimmer across the tile of the shower. She moved slowly and with the great authority her flawless pecker granted her, her eyes slowly moving up and down the amber-skinned girl’s lovely figure. Ohh, she’d be a fun one to squeeze inside. She couldn’t wait to see how she squirmed! Rainbow Dash leaned into her power move by stepping underneath the spray of the shower to the point that she forced Sunset Shimmer out of it, her cock nudging the girl to the point that she had to back-pedal over the tile. When Sunset Shimmer’s back pressed against the shower’s wall and her cheeks were flushed with slightly shameful color, Rainbow Dash spoke in a simple tone that was just barely audible over the spray of the shower - and yet carried more weight than any words Sunset had ever heard.

“Turn around. Bend over, Slutset.” Even though her tone was casual, the authority behind them could easily rival Princess Celestia in her most royal moments. Sunset Shimmer was about to refuse out of her pure indignation, but one glance down to Rainbow Dash’s lap was enough to make her swallow her pride yet again. Somehow, that beautiful blue dick was even more tempting when it was underneath the spray of the shower...and she couldn’t help herself as she did exactly as she was told. The young woman spun on her heels and pressed her palms to the shower’s wall, biting down on her bottom lip as she bent from the waist to stick her ass out. Her full breasts hung and swayed as she took in several deep and nervous breaths, and her feet slid on the tile until she was sure she was spread enough to take every inch of Dash’s cock. At least, what she hoped was enough. With her voice trembling in her throat Sunset Shimmer offered one last bit of resistance to Rainbow Dash; ensuring that even though she was letting this happen, she didn’t think any differently about the other girl for a second.

“Just hurry up,” she hissed, doing an absolutely horrible job of masking how intensely aroused she was and how desperately she wanted that cock inside of her. Her voice could quiver with all the bile and nastiness she could muster, but there was now hiding the blushing look of shameful excitement across her amber features. “I don’t think I can stomach being near you that much longer.”

Rainbow Dash’s cocky smirk continued as one hand slapped to her cock and the other stretched forward, moving straight to the other girl’s soaked hair. She lined herself up with the tip of her member right against those folds, and already she could hear Sunset moaning in anticipation, her head bucking forward and her palms sliding across the wet tile wall. Sunset could bitch and complain all she wanted - but her body was way too easy to read. Thankfully, her generally miserable attitude would only make it all the more rewarding to wrap her around every inch of her endlessly magnificent dick.

“I want you to know something before I fuck you, Slutset,” Rainbow Dash relied once more on her new nickname for the girl, and as the shower rained down on them she leaned forward as much as she could without inadvertently stuffing her pussy. Her own flat breasts pressed to Sunset’s shoulders, and her mouth moved to the edge of her ear as she gave a tiny, teasing whisper. A whisper that she knew would only make this moment all the more intense for Sunset...even if it didn’t make her particularly happy. “The night of the Fall Formal? I’m gonna show you my cock again.”

With that promise, she pushed her hips forward. There was no gentleness to her motion; no affection or tenderness. This wasn’t like when she had given Fluttershy a night of beautifully soft lovemaking, or even when she stuffed her Vice Principal in the backseat of her car. Sunset Shimmer didn’t get any sweet treatment...she just got fucked, and she’d have to be happy with that. And thankfully...it seemed like she was. As Rainbow Dash pushed forward and let every glorious inch of her cock shove into Sunset’s pussy in one swift strike, the girl’s voice filled the shower and locker room at such an octave that they were damned lucky it was after hours. Without any trace of restraint within her Sunset Shimmer moaned like a bitch in heat, and her legs spread even wider to accommodate that massive member as it dove into her. Four inches, six, eight...Rainbow Dash kept pushing and pushing, filling Sunset up as she wrenched the girl’s hair at the back of her scalp and kept her in that firm submissive position. Once her hand was free of her shaft she slid it underneath Sunset to grope one of her tits, and her voice called out once more just before she gave the final nudge forward.

“Let’s see if your pussy can do what your mouth couldn’t!” After saying it, Rainbow Dash didn’t give Sunset any warning before lunging the rest of the way. Every last glorious inch of perfection was shoved inside of Sunset’s slippery and soaked pussy, and Rainbow Dash’s hips crashed against the girl’s rump in fully announced conquest. It was impossibly tight and amazingly warm and wet, and no sooner did Dash lodge her dick inside of Sunset than the bitchy brat of a girl start to tremble and spasm. Her voice lifted into even higher tones amidst her moans and screams and Rainbow Dash could actively feel her shaking, her slit vibrating across that massive member that was so kind as to probe her depths.

“Hot damn, you’re cumming already?!” Dash’s voice sounded almost as if she was in disbelief, and she shook her head with an impressed smile on her face. As she kept herself hilted in the violently orgasming Sunset, Dash stretched a hand down to scoop one of the girl’s legs underneath her knee, lifting it and spreading her all the wider. Sunset was forced to balance on a single leg with a rapidly quivering knee, but in that moment of bliss she couldn’t help but think the mere girth of Dash’s cock would help keep her aloft. She was rapidly starting to think there was nothing it couldn’t do. As Rainbow Dash started to buck her hips backward and prepare for the true moment of intense fucking, yet again she could hardly resist taunting her new shower time friend. It was, after all, so rewarding to see that angry scowl puckering her face. “And here I thought a frosty bitch like you could only get off by bullying people!”

From there, Rainbow Dash began to fuck desperately into the writhing mass of amber flesh wrapped around her cock. The sharp and hungry cries of Sunset only grew louder and louder in intensity, just as the blush moving over her face was marked with shame, embarrassment, and a lust that she couldn’t possibly fathom. Why did she find Dash’s cock so irresistible? Why did getting stuffed with it make her feel like she was right back in the Canterlot throne room basking in royalty? Why was it so ludicrously fucking good that she was able to look past her immeasurable dislike for Rainbow “Cocky Unapologetic Cunt” Dash?!

Sunset Shimmer didn’t have the answers. All she had was screams of delight that rose above the roar of the shower and filled the locker room beyond. Other than that, she was little more than a trembling, wet, amber fuckdoll - stewing with all her native nastiness and resentment, but temporarily putting it aside as she was overcome with pleasure. Her pussy wrapped taut around Rainbow Dash’s cock and she even rocked back to meet the athlete’s thrusts, taking every massive, thick inch to depths she barely knew she even had. When Rainbow Dash’s demanding hand left her tightly pulled hair and scooped up her other knee she didn’t even resist, and soon she was pressing her palms tight to the slippery tile, keeping herself balanced as best she could as Dash drilled her harder and harder without any signs of stopping.

With a quick shove Dash pushed forward towards the wall, and soon Sunset Shimmer’s full, curvy breasts were pressed hard to the chilled tile amidst the soaked embrace of the shower. Her stomach soon followed suit as Dash balanced Sunset firmly atop her cock, holding the girl’s knees out wide as she trapped her between tile and toned blue flesh. The position left Sunset Shimmer helpless to resist - as if doing so had even once entered her mind - but more importantly as Rainbow Dash’s flat breasts wedged to Sunset’s back, she could properly whisper to her again as she filled the girl’s trembling cunt with perfect, plump cock.

“How many times you cum so far, Slutset?” she asked with a giggle in her throat, one that very quickly turned into a deeply lusty, hungry growl. “Three? Four? Glad your pussy likes me so much. I like it, too. At least...more than I like you.”

“F...Fuck...fuck you…” Sunset Shimmer whispered through clenched teeth in response, glancing back at Rainbow Dash as best she was able. At that point her cheek was wedged to the slippery tile and her breasts were pressed flat against it; sending shockwaves through her from the comparatively cold porcelain. She didn’t answer Rainbow Dash’s question because she honestly couldn’t - she didn’t know how many had rushed through her so far. If she was being perfectly honest it still felt like one beautifully endless climax that kept echoing across her body, but she’d be damned if she told Dash as much. “Don’t know...how much more I...I can take…” she paused, swallowed, and shuddered in a quick amendment. “Of you! Don’t know how...how much I can take of you, bitch!”

An inelegant save, but Rainbow Dash didn’t need to call her out on it. Instead, she merely smirked, and started to thrust herself the rest of the way home, ready to finally unload her cock inside this bitchy girl and head home. She squeezed herself harder against Sunset to keep the girl trapped between flesh and tile, and her hips lashed back and forth with every bit of force she could muster. The squeaking erupting from Sunset’s throat was only barely absorbed by the roar of the shower, and the hot water continued to batter down against them as Dash drew closer and closer to her peak - and Sunset kept enjoying hers with seemingly no end.

Sunset Shimmer wasn’t planning on stealing the Fall Formal crown anymore. There was no time now to do it, and she was sure she’d be too fucking sore to even attempt it after all this. Besides, all she could think of when it came to the Fall Formal now was Dash’s promise to give her more cock, to feed her more of this flawless member. All of a sudden, Sunset Shimmer had something else to look forward to on that fated day...the royal crown that she had stolen from Equestria, and the magnificent dick that she coveted just as much. A big evening for sure, so she’d have to make sure her dress was as beautiful as could be. ...and maybe more than just a little slutty.

Rainbow Dash thrust herself forward as far as she could go, her cock surging within Sunset Shimmer and unleashing a massive torrent of cream. She pressed the girl so hard against the tiled wall that Sunset had the air knocked out of her, and it made the whole experience all the more thrilling. Her head was spinning as she felt a rush of warmth roll over her that not even the shower’s heat could compete with, and she could feel Dash’s length pulsing, throbbing, and twitching as she unleashed her load. The entire time Sunset felt her orgasm rush over her body in perfect tandem with Dash’s own, and her forehead pressed to the cold shower wall as she shuddered. She was loathe to admit it, but she had never felt anything quite so glorious as that moment of being filled with Dash’s spunk. She detested the other girl, but...she knew how to fuck. With a cock like that, it was no wonder.

When Rainbow Dash finished filling Sunset up with cum she softened her grip on the other girl’s knees, and even gently let them lower until she was standing up on her feet once more. Even still, she kept her body close and her cock still inside, letting Sunset come down from the peak in her extremely sensitive state. As they stood there together with Sunset half-blocked of the shower’s spray by Dash’s taller figure, the devious young woman gave a soft huffing noise and folded her arms across her chest. She was feeling a fair bit more level-headed now, though the cum that oozed out of her pussy and across her trembling thighs still made it a little difficult to stop her heart from racing.

“That...now that that’s over with, I demand that you keep this between us,” Sunset growled with narrow eyes, not even waiting for Dash to pull out to turn back into the same bitch that had earned a glimpse of the girl’s irresistible dick. Her cheeks were marked with shame and embarrassment, and no doubt the knowledge that she had been Dash’s eagerly willing slutpuppy in the shower would remove a lot of her clout with the other students. “I see no reason anyone needs to know, especially your obnoxious friends.”

“Heh...you’re almost cute when you try to boss me around,” Dash beamed, and yanked her prick out with a pop loud enough for Sunset to hear over the noise of the shower. As the cum instantly started to rush down the girl’s thighs in an even more copious state and Sunset could already feel a desire to slither to her knees and play with her leaking pussy, Rainbow Dash leaned in from behind and gave a sudden, lewd lick to the side of the girl’s throat. Utterly delighting in how Sunset winced at the affection, Dash’s voice chirped up with the same mocking tone she had relied on thus far to make her rival squirm. “Don’t worry, Slutset. I won’t tell anyone about how much you love my cock. I just hope you can go without another fuck until the Fall Formal.”

And with that, Rainbow Dash moved a hand out and gave Sunset Shimmer’s ass a sudden, sharp slap before turning away and moving away from the shower. She had given Sunset a creamy load of cum to enjoy and plenty to think about - especially her promise that Sunset would get a chance to wrap around her perfect dick once more. As Sunset struggled to stay standing and struggled even harder to make sense of the intense hatefuck she had just taken part in, Rainbow Dash called for her attention once more from the doorway leading back into the locker room.

“Hey Sunset!” She grinned ear-to-ear, and held a hand up to her cheek with her thumb and pinky extended. “Call me sometime!”

It didn’t matter if she did or not, and Rainbow Dash knew as much. The second Sunset Shimmer turned on her phone she’d see a beautiful blue dick post-sloppy blowjob staring at her from her home screen. Something to remind her of the shameful but thrilling fuck she had enjoyed with Rainbow Dash, owner of the best cock she would ever encounter in her entire life.

Not even a miserable bitch like Sunset Shimmer could be upset about that.

End of Chapter One.


	2. Friends With Beach Benefits

**Summary for the Chapter:**

> It isn't just bitchy bitches like Sunset that Rainbow is happy to show her enchanting dick to, but even the hottest fashionista at school! Sorry, Rarity!

Rainbow Dash’s 10/10 Top Tier Cock  
Chapter Two: Friends With Beach Benefits  
-by Drace Domino

“Oh, it really is such a shame that none of the others were able to join us today,” Rarity pouted softly, her wide sun hat casting a shadow across half of her pale, pretty face. Her eyes were completely obscured by ornate sunglasses, but it didn’t hinder the charming smile she offered to Rainbow Dash. “And after I went to such trouble to get us a secluded spot to sunbathe, too! It’s not exactly easy to reserve a spot at the beach, you know. Why, I had to make the most charming little evening dress for one of the lifeguards in order for her to help. It was the cutest thing with pink sequins dancing down a taupe hand-stitched embroidery with a floral design along the slits rising up the thig-”

Rainbow Dash just stared unblinking as Rarity rambled on, and kept the pace with her friend as the two girls walked along the beach. Rarity’s bribe to the lifeguard had certainly paid off; there was a beautiful stretch of sand for them to relax and enjoy some privacy, with a beautiful view and a perfect spot to stretch out and catch some rays. It would’ve been a wonderful way for a group of friends to spend a lazy Saturday by playing in the water and spending quality time together, but unfortunately one by one the girls had other issues come up.

First, it was Pinkie Pie remembering that Ms. Cheerilee had a birthday coming up - and she just had to spend all day Saturday making her the best teacher triple cherry apple cake ever. Fluttershy got roped into working with the school charity drive and had been far too timid to say no, just like always. The last of their friends, Rarity’s tomboy girlfriend Applejack, had to help back at the farm in order to fill a large apple order that just had to be done by the weekend. An order that was entirely the fault of Pinkie Pie’s baking plans.

That left just Rainbow Dash and Rarity to enjoy that secluded spot of the beach all by themselves - and Dash was already feeling a little guilty about where her eyes had been straying.

“--and then of course, darling, I went with a sleeveless design. I had thought about adding slight shoulder cuffs because as a lifeguard she had a bit of muscle, but I thought ‘Oh Rarity, don’t be silly! You’re designing an evening dress, not a football ensemble!’” she paused long enough to flash Rainbow Dash the same beautiful smile cloaked in the shadow of her wide sun hat. “Can you imagine? Cuffs?! Needless to say, I was dreadfully tired when I had the idea. I think it was the evening Applejack and I had that little tussle over her insistence on wearing-” a full shudder came to the fashionista “-a denim skirt.”

“That’s...that’s definitely something that happened.” Rainbow Dash rolled her eyes as she kept padding forward, her hands tucked into the pockets of her swimming trunks and her bare feet crossing the sand. She stopped when they reached the designated clearing, and she gave a slow whistle as she cast her eyes across the lake beyond them. “Whew, I can’t even see the other side. This really is a great spot, Rarity.”

“Oh, I know, darling! It’s simply...magnifique!” Rarity didn’t hesitate to unfurl the beach towel she had bought, letting it stretch out across the sand to make a place for her to rest. The beautiful young woman padded barefoot atop it and soon lowered herself down to a relaxed position; plucking her large sun hat off the top of her head and setting it aside. By the time she laid completely flat Rainbow Dash was given a long look at Rarity in full beach relaxation mode - and it was a hell of a sight for her to take in.

The porcelain-skinned beauty was always enough to make Rainbow Dash stiff underneath her shorts, but Rarity day to day couldn’t possibly compare to Rarity in a bikini. The silky purple fabric perfectly matched the tint of her hair, and naturally Rarity had chosen a string variety that made her all the more elegant and sexy. Each full white breast was only barely contained within a cup of her top while the piece covering her nethers was noticeably tight - and Rainbow Dash’s eyes lingered for a moment on what was a clear camel toe that highlighted the curve of her slit. Rarity remained completely oblivious to her friend’s gawking for the moment, her eyes closed behind her sunglasses and her hands folded neatly underneath the back of her head. It wasn’t until she noticed Rainbow Dash’s refusal to join her that she finally opened up a single eye, gazing up at Dash’s silhouette against the bright sun and drifting clouds.

“Dashie, darling,” she cooed in relaxed fashion. “I simply must insist that you throw your towel down and join me for a bit of sunbath--oh, did you forget yours?!”

“Uh...y-yeah, Rarity, I forgot.” Rainbow Dash nodded swiftly and honestly. She had already expected the time at the beach would be a good chance to gaze lustfully at her friends, but when Rarity had called to tell her it would be just the two of them...well, she had forgotten her towel, her beach ball, her cooler full of sodas, and just about everything but her enormous erection. Gawking slack-jawed at Rarity all day had more or less been her plan, and it seemed like the fashionable young woman was going to make it all the easier to do.

“Well, we can’t have that! Come, darling, there’s plenty of room on mine.” There really wasn’t, as Rarity scooted to the side in order to make some room for her friend. It would involve both girls resting at the very edge of the towel, and even then they’d be slightly overlapping and touching - and Rarity might even be laying against her. Even as Rainbow Dash’s throat tightened and the bulge at the front of her shorts started to inflate all the further, Rarity remained completely oblivious. She was, after all, so used to seeing Rainbow Dash trot about with an almost constant erection at Canterlot High, it had practically become a part of her style. Dash dick chic, as it were. The fact that Rarity was ignorant of Dash’s growing focus was evidenced no more clearly, however, in what she said next as a hand stretched down to her purse to begin pulling out a palm-sized blue bottle. “But if I’m going to be so nice as to share with you, then I’m going to make you put my sunscreen on! Consider it rent, darling!”

Rainbow Dash wasn’t the type to get intimidated, but a frightened squeak escaped the back of her throat as she reached out for the bottle and slowly moved down to her knees.

***

This...was...torture. Probably the nicest anyone had ever been tortured, granted, but still Rainbow Dash could feel every part of her body screaming as her well-lotioned hands passed over Rarity’s shoulders. The beautiful young lady was laying on her stomach with her arms tucked underneath her head, showing off what felt like miles of gorgeous white flesh in desperate need of sunscreen. The only things obscuring her from behind were the thin spaghetti string of her bikini top and the back of her bottoms, the latter of which clung to her well-shaped ass so tight that it left little to the imagination. Rainbow Dash could even keep taking as many long and lingering looks at her friend’s camel toe that she wanted, and she could’ve sworn that at least once or twice Rarity repositioned herself in a fashion to better show it off.

And then...there was the voice.

“Oh, darling, that simply feels divine~” Rarity’s voice was smooth and delicate as she adored the attention, rolling her shoulders back into Rainbow Dash’s grip as she was slathered. Even if she was being as innocent as could be, her voice sounded so orgasmic over getting a bit of sunscreen it was hard for Rainbow Dash to keep her erection in check. It was straining, aching against the front of her swimming trunks, and with every word from Rarity’s flawless pale lips it felt like it grew in intensity. “Make sure you get my sides too, dear. Oh, and my legs! I’m sure you can imagine thanks to my lovely skin tone that sunburns are...a brutal problem for me. Be thorough, darling, thorough!”

One of Rainbow Dash’s eyes twitched as she worked, squirting another handful of sunscreen into an open palm and pressing her hands flat to Rarity’s back. Underneath her touch the fashionista was a squirming mess of warm delight, as silky smooth as anything could be and utterly responsive to Dash’s touch. The way she trembled under firm blue fingers made Dash wonder just how she would respond to other stimuli, and by the time she had covered Rarity’s back and moved down to her legs she found herself being just as she requested - thorough.

Thoroughly jealous that Applejack got to have sex with this beautiful creature.

“Uh...so your fight with AJ?” Rainbow Dash finally asked, just as she pressed two palms down against the back of one of Rarity’s thighs. The soft flesh underneath her palms quivered, and Dash had to pull herself back from simply giving Rarity’s nearby camel toe a little fondle. For now, she was content to keep working as honestly as she could - while prodding her friend about her recent argument with her girlfriend. “Is everything okay now? No hard feelings?”

“Ugh. That girl sometimes,” Rarity scoffed, her eyes closed and her cheek quite merrily resting on one of her arms. As Dash continued slathering sunscreen down her smooth and elegant leg, Rarity simply rambled with irritation hitting her voice. “Just once I ask her to dress nicely for a date, and she shows up looking like the prize pie-eater at a county fair. I swear, is it so much to ask that a young lady dress in silk or lace for a change? You would think she’d understand the appeal after some of the things I wear for her in the bedroom.”

Again, Rainbow Dash’s eye twitched, and she found her hands fighting the urge to get way more intimate with Rarity than they already were. Her palms were visibly shaking when she moved to sunscreen the other leg, deep down wishing that this wasn’t the last part of her friend that needed coated. Hell, she could rub lotion on her most beautiful friend all day long - especially with the way Rarity was talking.

“Oh! Uh...lace. Right.” Dash coughed, and took a deep breath. She was almost afraid to ask because she knew it would only torment her more, but...she was a bit of a glutton for this sort of punishment. “Lot of...sexy lingerie? Naughty outfits?”

“Oh, well of course, darling,” Rarity continued on, as oblivious as ever. It was almost charming that she was so ignorant about what she was doing to Rainbow Dash - with no idea that the other girl’s tented swimming trunks were actively casting a shadow across her face. “Mesh thigh-highs, a Nappa leather corset, and of course - a cute little choker with an apple motif. And that’s not even getting into the miniskirt nurse’s outfit I wore when she sprained her ankle kicking a tree. Where in the heavens did she ever get the idea she could knock apples out of the branches like that, anyway?!”

Thigh-highs. A corset. A freaking nurse’s outfit. Each image filled Rainbow Dash’s mind, and with each one her resolve faded a little bit more. The star athlete of Canterlot High was known for her loyalty; her love of her friends was the only thing more important to her than winning the big game and being the school’s top dog. She generally used her certain magnetism to the benefit of her friends - like getting that horrible bitch Sunset Shimmer to leave them alone, or giving Fluttershy a sweet romantic evening within which she could lose her virginity in bliss.

This was the first time that Rainbow Dash felt the impulse to reveal her irresistible shaft for her own selfish reasons - and her guilt was very, very quickly giving way to her lust. All she really needed was Rarity opening her pretty little mouth one more time and saying something else to accidentally tease her, which naturally was just a mere few seconds away.

“Thank you for putting my sunscreen on, dear,” Rarity cooed, pushing her palms to the ground and slowly working her way up. “Now lay on your back, and I’ll do you.”

She would indeed.

 

Rainbow Dash did exactly as Rarity asked, taking the fashionista’s place on the towel and laying flat on her back for proper sunscreen application. As she laid flat she made sure there was a slight adjustment to her outfit, tucking her swimming trunks up a little further while nudging her length to rest flat against one of her thighs. The end result was that by the time Dash was laying flat on her back gazing up at her friend, the very tip of her cock was exposed, sticking out from just underneath the hem of her swimming trunks.

She had no idea if just the mere sight of a part of her cock would have the same effect it usually did, but she was hoping. The blue-skinned brat laid with her hands tucked behind her head and her breathing halted and hoped - just waiting for Rarity to finish spreading sunscreen on her palms and look down to see what was waiting for her. The elegant young woman was resting on her knees wearing a beautiful glaze that only made her shimmer a little more than usual, garbed only in her purple bikini and deeply tinted sunglasses. When she finally looked to where Rainbow Dash laid her sunglasses immediately slipped down to the tip of her nose in utter shock, and her mouth popped open with a tiny gasp and a short, slightly cut whimper escaping from the back of her throat.

Obviously, she saw it. And obviously, she liked what she saw.

“...R...Rainbow Dash!” she cried out, dropping the bottle of sunscreen to the sand and working a little closer on her knees. From over the rim of her sunglasses she continued to gaze at what waited for her attention, her eyes utterly transfixed and her mouth still hanging agape. She invited herself to reach out to the front of Rainbow Dash’s swimming trunks, grasping the fabric covering her offending thigh. For a moment Dash was worried she was going to pull it down to cover her exposed cocktip, but instead, she only pulled it higher to leave another two, three, four inches free. “This...this is…”

“Oh, sorry, Rarity.” Rainbow Dash shrugged, but made absolutely no attempt to cover herself. After all, if Rarity was the one that really got things rolling, she didn’t have to feel bad about fucking Applejack’s girlfriend! “I guess I popped out. Uh...I can tuck it back in if you wan-”

“Don’t you dare!” Rarity’s voice roared over their private spot on the beach, sounding overdramatic and wildly passionate. Her eyes went all the wider at the mere notion Dash would hide her length, and to ensure that it didn’t happen she swiftly hitched her hands against the waistband of the girl’s trunks, yanking them forcefully down to well past Dash’s knees. She was aggressive in her desires - something that deep down, Rainbow Dash sort of expected. Rarity was nothing if not demanding. One Dash’s cock was left fully exposed, however, the fashionista was left in a moment of stunned silence.

Rainbow Dash simply laid back with her cock sticking straight up, nearly the entire massive foot of it jutting up into the air. Thick, long, casting a shadow across one of her thighs, the absolute picture of cock perfection. Rarity gazed at it as if it was some precious gemstone, but in reality it was far more valuable. She dealt with diamonds and rubies and sapphires all the time, but a cock this endlessly flawless? A cock so devoid of blemish? A cock that - from her own estimation, was quite possibly the most perfect thing on the planet?

Her girlfriend didn’t even have a penis!

“It...it is…” Rarity’s voice quivered from the back of her throat as she moved a hand out and allowed her smooth, gentle touch to wrap around the shaft at the midway point. Naturally, Dash’s responsive length pulsed within her grip, and Rarity gave a sudden gasp and giggle at the contact. A red blush began to tint the fashionista’s cheeks, and she finally finished her thought with a voice that sounded reverent and gentle. As an admirer of beauty, Rainbow Dash’s perfect cock was particularly enchanting to her. “It’s...the most beautiful thing I’ve ever seen, darling. Splendid...magnificent...lovely…”

“You can ride it if you want,” came the other girl’s lazy response, putting as much of the responsibility on Rarity as possible. She knew well enough that her cock couldn’t be resisted - not by Vice Principal Luna’s authority, not by Sunset Shimmer’s irritating bitchiness, and not even by Rarity’s dedication to her girlfriend. Especially when Rainbow Dash arched an eye, offered her friend a coy smile, and helped to assuage any lingering guilt. “I promise...Applejack will never find out.”

It wasn’t entirely clear by the look in Rarity’s eyes if she even remembered who Applejack was in that moment - but it didn’t matter. What was a little beachside fuck between friends? It would’ve been irresponsible of her as an admirer of glorious perfection to ignore such an invitation, and as such Rarity’s free hand moved to the string of her bikini bottom. She pulled it swiftly and spread her legs to allow it to drop, though it took a small shake of her hips even after the strings were released. Apparently, the glistening of her thoroughly soaked pussy was enough to keep it stuck there for a few seconds. Soon, however, her shaved, ivory slit was fully exposed to Rainbow Dash, and the athlete’s cock pulsed in Rarity’s palm to show her approval. Without a word and with the same stunned look on her face Rarity began to drift forward, lifting one leg and preparing to mount that glorious member - stopping only when Rainbow Dash held out a hand and called for her friend’s attention.

“Ah ah ah!” She smirked, her eyes flashing with a bit of mischief. She finally bobbed her head in the direction of Rarity’s breasts, covered as they were. “The top, too. I’ve always, always, always wanted to see your tits, Rarity.”

The erection she had that sunny afternoon wasn’t the first time Rainbow Dash’s cock had gotten stiff by thinking of Rarity’s breasts - and it was high time she finally saw what all the fuss was about up close. Rarity’s blush deepened across her cheeks as she gave her friend a nod, and just before her hand moved to the string of her bikini she pushed her sunglasses back into place, making them hide the slight shame in her eyes.

“Of course, darling, anything for this coc--I mean, anything for you!” While Rainbow Dash smirked like the cocky bitch she was, Rarity did exactly as instructed. Before long the girl’s full bikini was resting in the sand and her breasts were fully exposed - full, lovely, with large, stiff nipples that were just a few shades darker than her skin tone. To properly show them off she shook her chest from side to side, letting them bounce for Rainbow Dash’s amusement. “May I...go for that ride now, darling?”

Rainbow Dash could’ve made the fashionista do anything in that moment in order to earn her cock. She could’ve made Rarity roll around in the mud and wear a straw hat and overalls if she wanted - such was the intense, irresistible desire of Rainbow Dash’s perfect prick. But since Rarity was such a good friend, there was no reason to make her beg. Rainbow Dash merely nodded, folded her hands behind her head once more, and prepared to sink balls-deep into her most beautiful friend.

Rarity was bubbling over with excitement as she moved to straddle Rainbow Dash’s lap, holding the girl’s length with one hand while the other moved out to brace against Dash’s shoulder. The dark tinted sunglasses couldn’t hide the fact that Rarity was eager and joyful even though she was cheating on her girlfriend; the girl’s blush and her delighted smile were easy giveaways. Soon she was rocking her hips back and forth and allowing her ivory folds to brush across Dash’s tip, collecting some of the glistening precum while smearing her own juicy slit to her head. Rainbow Dash took in a deep breath and sighed contently while she watched, gently nibbling on her bottom lip as Rarity prepared to take the plunge. If she thought too long or hard about this she likely would’ve felt bad for exposing herself to Rarity knowing full well that no woman could resist her, so in order to distract herself she focused on the sight of Rarity’s naked form. Those fantastic tits, her slender belly, that glistening pussy that was so hungry to gobble up the inches of her cock...Rainbow Dash gave a groan of delight just from looking at her, and finally spoke just as Rarity started to slide down.

“I’ve jerked off thinking about you plenty of times, Rar,” she beamed, and watched Rarity’s cheeks erupt into an even brighter blush at hearing the news. “But this is way more awesome than I imagined!”

Speechless and trembling, Rarity just stared at Rainbow Dash as she glided down atop her cock. That enormous, flawless member spread the elegant young lady’s folds with ease, sinking deep within the remarkably moist, inviting valley. Rarity was indeed soaked just as any girl that saw Dash’s cock, and the grip of her warm entrance was beautifully tight and firm. Rainbow Dash had already decided to let Rarity control the pace of the moment - this wasn’t like with Fluttershy when she needed to take the lead and keep things slow and gentle, or with Sunset where her goal was to make the bitch feel like the used cunt she was. Rarity was confident enough to take everything she wanted while making sure they both had a good time, and Dash was looking forward to just leaning back and watching her work. It’d be damn hard to think of a prettier girl to have stretched around her dick, after all.

Soon Rarity brought herself fully down atop Rainbow Dash, but it was with a small amount of effort. Dash was simply too long and too thick for any woman to take with a semblance of ease, and Rarity was no different. Several times throughout her descent she paused and gave a shuddering gasp, sometimes squeezing her hands so hard against her friend’s shoulders that her polished nails left tiny imprints in her flesh. With a bit of hard work and determination Rarity found herself taking Rainbow Dash to the hilt, however, and once she was there her eyes trained against Dash’s own and she gave a smile laced with both arousal and shame in a delicious blend.

“...please...Rainbow Dash…” she begged, even as her tender, warm walls squeezed that magnificent blue dick in a hungry grip. “...don’t tell Applejack…”

“I promised she’d never find out, didn’t I?” Rainbow Dash asked with a smile, and stretched her arms out to reach for her friend. To meet Rarity’s emotional needs she pulled her friend close with one arm while her free hand drifted up, caressing Rarity’s cheek and pulling her close so their faces neared. Her lips brushed up and down Rarity’s own as she whispered, her motions gentle to a certain degree. She didn’t handle her as delicately as Fluttershy, but after all...Rarity was a friend. When she wanted to facefuck and really pound a bitch’s pussy, she could always track down Sunset again. “Go ahead and ride, Rar. Let’s just have some fun, okay?”

Rarity smiled in comfort and nodded to Rainbow Dash, her hands tightening further atop her friend’s shoulders. It was Rarity that first dared a kiss between them, dipping her head low and pressing her mouth to Rainbow Dash’s with a sweet gesture. Her kiss was predictably feminine and she was more than happy to let Rainbow Dash do most of the work, allowing the athlete to wrestle her tongue to the roof of her mouth as their bodies started to rock together. Underneath the warm rays of the sun Rarity was slowly beginning to ride her dear friend, slipping up and down across her length and leaving Rainbow Dash’s shaft utterly covered in her glistening arousal. For the moment it was slow and sweet as the two friends kissed, and Rainbow Dash let it continue at that pace - at least until Rarity started to show signs of craving more.

Rarity’s steady thrusts as she began to bounce up and down on Rainbow Dash’s cock started slowly, but had a growing momentum. Her beautiful porcelain rump wasn’t shy about pressing down hard against Dash’s lap, ensuring that she took every inch of that enormous length deep inside of her. As the seconds passed those bounces grew harder and harder, and their lips finally peeled apart so the elegant young woman could release an aroused moan against the side of Dash’s throat. With her sunglasses once more slipping down to the edge of her nose Rarity’s head bucked forward, a tremble running through her and her pussy spasming around Dash’s length, quivering and shivering as she offered a sudden cry.

A tiny orgasm for Rarity - one of many that were to come. At that point Rainbow Dash finally let her hands slither forward to cling to either side of Rarity’s round ass, squeezing the sides and helping to control the pace. She never went harder or faster than Rarity was comfortable with, but it was clear the delicate young woman needed a bit of help to keep things up. Understandable; girls almost always went weak-kneed and tender-hearted when they were filled with almost a foot of blue dick.

With Rainbow Dash’s help Rarity started to ride harder, and she buried her face against her friend’s throat so she could gasp and cry out in utter delight. Her breathing remained warm and intense on Dash’s throat and her full breasts squeezed against Dash’s comparatively flat chest, letting her feel just how intoxicatingly squishy and soft they were. Faster and faster the two rushed together with Rarity’s body increasingly going weaker the more she was struck by tiny orgasms, and with Dash continuing to pick up more and more of the slack.

“...d...darling...divine...lovely...magnifique…” It was hard to tell if Rarity was saying anything in particular, or if each thrust simply humped another word of quiet delight from her pretty, pale lips. Dash didn’t care either way; she simply wore the same wide, toothy grin as she enjoyed the savory bliss of Rarity’s moist grip wrapped so fiercely tight around her cock. She was nearing a peak of her own as she laid underneath a blanket of ivory flesh, moving her hips faster and faster from the towel and arching her back to feel as if she was working a way just a little deeper into Rarity’s valley. She was close, desperately so, and when her time to climax drew near she finally lowered her head to whisper against Rarity’s ear in hot, hungry desire.

“Here it comes, Rar…” she warned her friend, but neither Rarity nor Rainbow Dash seemed particularly concerned about separating. Rarity was simply a groaning mess of soaked pleasure at that point, and Rainbow Dash had turned control of her body over to her cock, doing whatever it desired with the beauty queen riding her. A teasing thought slipped through Dash’s mind a split second as she was pushed over the edge of release, and with a wicked smile playing on her lips she hissed out anew to her friend. “Let’s hope Applejack can taste this tonight…!”

It would be almost three hours later that Rarity would get to see Applejack after the latter girl’s work shift was done, and indeed - Applejack would comment on how Rarity had a particularly sweet taste to her that night. Hearing the cowgirl’s words would immediately put Rarity back in the moment that she rode Rainbow Dash to a throbbing climax, to the point when she felt the girl’s cum erupt from her fantastic cock to flood the depths of her womanly walls. Warmth rushed through Rarity and she screamed in orgasmic bliss as her own body found its peak, trembling and quivering as her eyes shut tight behind her sunglasses and her shameful blush overtook her. Sure, she was cheating on Applejack...but in return, Applejack would have more fun eating her out than ever in a few hours. While the cum that Rainbow Dash filled her with would be long gone by then, the taste would remain. The taste of the finest, thickest, most glorious cock at Canterlot High.

Rarity continued to lay atop Rainbow Dash even after their shared climaxes, and Dash had absolutely no problem staying hard enough to keep herself wedged within Rarity’s depths. Cum oozed out of the young woman’s slit to begin dancing down the sides of Dash’s cock, slathering along that lovely blue meat before outlining the sides of her balls. With a sweet and joyful smile on her face Rarity soon found the strength to lift her head up from Dash’s shoulder, and she blushed brightly as she gave her friend a tiny whisper.

“This was...this was marvellous, darling, but not something we should make a habit of,” she murmured, though despite her words she gave Dash’s length a long, savory squeeze with her nethers. Enough to push another few drops out from her folds to dance down Dash’s length. “I would be dreadfully upset if she found out…”

“Me too, Rar. It’s our little secret.” Rainbow Dash smiled in return, and to help drive home that fact slowly moved her arms up and about Rarity’s waist, giving her a squeeze that was as friendly as one could manage while being balls-deep with a foot long cock. She even kissed the side of Rarity’s head, a tender gesture she normally would’ve reserved for Fluttershy. (Or, to mock her, Sunset Shimmer.) Either way, by the time the athlete rested back on the towel and gazed up at the sun, Rainbow Dash was smiling with a look of contentment on her face and her dick still pulsing within her most beautiful friend. “So...uh...you liked my dick, huh?”

“Oh, Rainbow Dash, it’s incredible!” came the other girl’s response, and Rarity lifted her hand to touch her lips in gasping delight. “I can only imagine how lucky you must be to have something like that! Perhaps I could make a few outfits for it? I believe a mesh sleeve would be rather fetching - or perhaps an embroidered silk ribbon to wrap around the base? Are you at all opposed to tassles on the droopy bits? Oh, I know! I can work with Pinkie Pie to develop an edible pastiche! How lovely would that be, a sweet undergarment that makes your beautiful accessory all the more glorious, and gives whoever servicing you a treat?” She punctuated the last word in cute fashion, scrunching up her nose and giggling in delight. It was clear that Rarity was enjoying brainstorming, and Rainbow Dash didn’t have the heart to tell her that it wasn’t a good idea.

One second she’d be showing off her dick to have it sized for edible outfits...and the next, Rarity and Pinkie Pie would be fighting over who got to suck it first. Not a bad outcome by any stretch of the imagination, but she had to at least try to be responsible with this cock! She had to try to resist abusing the power of her glorious dick!

“Maybe we could even bring Coco Pommel in on it, just for a second fashion opinion?”

Try. She only had to try.

End of Chapter Two.


	3. Apple Juice

**Summary for the Chapter:**

> Applejack has one wet pussy. Like...that's a darn tootin' river, ya'll.

Rainbow Dash’s 10/10 Top Tier Cock  
Chapter Three: Apple Juice  
-by Drace Domino

“Ha! I win again, Rainbow Dash!” Applejack’s smile was relentlessly smug, and she added insult to injury by leaning across the couch to get right in Rainbow Dash’s face. As the TV showed the words “Player 2 LOSES!” in vibrant colors Rainbow Dash was left stewing and listening to the taunts of her friend. “I’ve never even played this before today. Guess I must either have beginner’s luck, or you’re not as good as you were sayin’!”

“I’m always as good as I say. I’m the best.” Rainbow Dash’s attitude about the game was basically the same as her outlook on everything, that there was no area she didn’t excel at when she put her efforts into it. Still, she squared her controller in her lap as she settled down deeper into the couch, her nose scrunching up and a focused look moving into her  
eyes. “I’m just going easy on you, AJ. Don’t want you to get discouraged like Pinkie did.”

Pinkie Pie didn’t actually get discouraged so much as she got bored of beating Rainbow Dash at Super Pony Prance Brawl Ultimate almost one hundred times in a row.

“Heh, whatever you say, Rainbow Dash,” came the other girl’s response. Despite the fact that Rainbow Dash was clearly ready for another round, the cowgirl wasn’t so sure. She reclined into the couch cushions and even tossed her controller aside, a more serious expression crossing her face as she regarded her friend. “Think we can stop for now, though? I’m not really feelin’ this.”

“What?! You’re going to quit without giving me a chance to beat y-” Dash’s eyes went wide, she glanced briefly to the TV, and then swiftly tossed her controller aside as well. No sense in risking another losing streak, this time to a girl that didn’t even play video games unless someone forced the controller into her hands. “I mean, that’s a good idea. If you’re not having fun we should definitely stop. Wanna play basketball? Maybe soccer? Oh! Let’s race! It’s been a while since we raced, I promise I won’t leave you in the dust too bad this time!”

The longer Rainbow Dash listed her competitive suggestions, the more clear it became even to her that Applejack wasn’t biting like usual. Typically she was the only one of her friends that really dove into matching her strength to Rainbow Dash’s, the sole girl she could butt heads with to see who came out on top. When it looked like Applejack was a bit down in the dumps the loyal parts of Rainbow Dash kicked in, and soon she moved a hand out to hold her friend by the shoulder. Her voice was cautious, even a bit concerned, and she slid a little closer to Applejack on the couch.

“Hey, what’s wrong?” she finally pressed, her brow knitting curiously and her hand squeezing a bit harder. “It isn’t like you to look so, uh…” How would Applejack put it? “You look like a groundhog without any ground...to...hog. Or something.” It was enough to earn her a small smile in response, and a softened gaze from her rustic best friend.

“...shucks, Rainbow Dash, is it that obvious?” Applejack asked, mere seconds before a hard, heavy sigh rose from her chest. She slumped back into the couch, her shoulder falling from Dash’s grip as she did so. When she spoke it was a mixed bag for Rainbow; both adding a sudden clarity to the moment and instantly making her feel just the slightest twinge of guilt. “It’s just...Rarity.”

“Oh! Oh? Rarity? Ohhh.” Rainbow Dash bit her lips together and fidgeted, tucking one leg under her lap and turning to face her friend on the couch. It had only been a week since she had fucked the fashionista behind Applejack’s back, something that both of them had promised to never share with anyone else. Suddenly, she felt a tension move into the moment that hadn’t been there before.

“She’s just been actin’ so darn weird these past few days.” Applejack scowled, and folded her arms across her chest. The girl looked downright cute as she sat there pouting; dressed in a pair of thick jeans, a button-up farmgirl shirt, and her hair pulled into a simple ponytail. It was as dressed-up as Applejack got when her stylish girlfriend wasn’t directly pulling the strings. “I keep tellin’ her that if something is bothering her she should tell me. Honesty’s always the best policy, after all! Ain’t nothin’ she could tell me that our relationship couldn’t handle!”

Rainbow Dash understood the sentiment, though it was safe to assume that when she said it, Applejack didn’t have a clue as to just why Rarity was acting weird. It probably wasn’t an easy thing to admit to your girlfriend that you found her best friend’s cock so fucking irresistible that you ended up riding it beachside. Rainbow Dash made herself a little more comfortable as she regarded her friend, and her mind started to spin with ways she could help. After all, she loved helping her friends! It was the loyal thing to do.

“Maybe she’s got a lot on her mind,” Rainbow Dash offered, and pressed her knuckles lightly into Applejack’s shoulder for a little shove. “You know Rarity, someone might have told her that her dress was last season and it ruined her entire week. Remember when she had to go home early because she got a run in her nylons and cried so hard she hyperventilated?”

It was enough to make both girls smirk, and in the case of Applejack give a loud chuckle with a sweet, sentimental look crossing her features.

“...she sure is a handful sometimes,” the cowgirl offered wistfully, looking as charmed with thoughts of her flawlessly beautiful girlfriend as ever. The two were polar opposites, but damned if the rustic blonde didn’t have a mighty strong affection for her debutante darling. “I’m worried, Rainbow Dash. Ain’t like Rarity to keep something inside that’s botherin’ her. What if...what if it’s somethin’ big?”

It was something big. It was something big, blue, and so fucking beautiful that it bordered on a blessed relic of the gods. It also happened to be tucked within the confines of Rainbow Dash’s athletic shorts, and was starting to make its presence known. The young woman fidgeted a bit as she addressed her friend’s concerns, squeezing her thighs together as much as possible as she did her best to work out the problem. She hadn’t ruled out using her cock as the solution, of course, but it was still too early for her to decide this was a problem that she could fuck her way out of.

“I wouldn’t worry about it, AJ.” Rainbow Dash smiled, and let her hand drop down to Applejack’s knee. She gave her friend a light squeeze through the denim, and slid her thumb back and forth in a compassionate fashion. They were a huggy group, and this sort of affection to console a friend was certainly nothing out of the ordinary. “Rarity’s probably just planning what she’ll wear on your wedding day ten years from now. It’s probably not easy to design a dress for getting married in a barn, after all!” A light and playful tease and one that made Applejack smirk, though the cowgirl arched a brow as she regarded her athletic friend. She let a hand slink forward to give Rainbow Dash a sharp poke in her slim belly, and offered her own thoughts in a coy and playful fashion.

“Sounds like someone’s just jealous,” she remarked. “Don’t worry, Rainbow Dash, maybe you’ll meet a nice girl at our weddin’.”

Rainbow Dash merely blinked, tilted her head, and made a swift decision right then and there. This was absolutely a problem that she could fuck her way out of. To be honest, she wasn’t sure why she even debated the issue internally when she always came to the exact same conclusion. Sunset Shimmer acting like a sadistic bitch? Fuck her into behaving. Ms. Cheerilee won’t let her play soccer because of her bad grades? Fuck her into complying. Rarity and Applejack having problems stemming from Rarity’s infidelity? There wouldn’t be anything for either side to feel bad about if they both got fucked by Rainbow Dash.

“Applejack, I can get any girl I want. Any girl,” the blue-skinned girl boasted proudly as she leaned back and lifted her head in arrogant, cocky fashion. “You might not know this about me, but I have a peni-”

“Yeah yeah yeah, we all know.” Applejack folded her arms across her chest, glaring at her friend. “We’ve all known since that day we went swimming at the pool and you saw Fluttershy gettin’ out of the water. We love an’ accept you no matter what you got between your legs, Rainbow Dash, but just ‘cause you’re sportin’ somethin’ extra doesn’t make you no irresistible cassernover.” Rainbow Dash blinked in surprise, and the memories of that day by the pool flooded back to her. It was a hell of a long time ago, and she could still remember just how Fluttershy looked glistening in water as she slipped out of the pool. The more she thought about it, the less surprised she was that her friends all knew she had a dick; she could barely walk home that night, it had been so hard.

But there was still plenty Applejack didn’t know about the thing between Rainbow Dash’s legs.

“Maybe I’m not an irresistible cas-a-nova,” she let the word drag from her tongue to correct Applejack’s rustic butchering. “But my dick sure is. Y’know, craziest thing, AJ. Any time a girl sees it, it’s like they just can’t help themselves. They get one glance and just throw themselves at me!”

“Oh, you sure do think a lot of yourself, Rainbow Dash,” Applejack huffed, a look of irritation crossing her face. If Rainbow Dash’s goal was to distract Applejack from thoughts of Rarity it was certainly working, but it only served to make her irritated with her friend’s ego. “You’ve got a lot of good qualities, but modesty sure ain’t one of them. Ain’t no one’s got a magic pecker that women can’t resist. We ain’t mares out lookin’ for stallions in the pasture, you know.”

“No, seriously!” Rainbow Dash lifted a hand, eagerly counting down names. She was certainly revealing more information than she ever should have, but this was Applejack, after all! If she couldn’t trust Applejack, who else was there? “Sunset? One look, bam, she’s sucking my dick. Octavia? One look, bam, she’s playing the piano while I’m fucking her. You know that bitchy little brat, Diamond Tiara? One day, I ran into her Mom at the grocery store. One look and a ride back to their house later and, bam, she’s riding me in Diamond’s bed and she made me cookies afterwards!”

“Rainbow Dash, this is all just a bunch of yarn spinnin’!” came the sharp response from the cowgirl. “I might’ve gotten kicked in the head by a mule but it sure as sugar wasn’t yesterday, y’know! I don’t believe for one hot cider second that you got some kind of...of...of…”

A long pause filled the air as Rainbow Dash tugged down the front of her athletic shorts, letting her dick flop free in all of its stiff, undeniable glory. Applejack trailed off from her thoughts as she simply stared ahead at the mighty blue member revealed before her, and her mouth hung open as her large, bewildered eyes traced up and down. From the sheathed tip all the way to the pair of smooth balls just underneath, every inch of it something so perfect, so flawless, so well-designed by nature that it took her breath away. Applejack stared for a few long seconds before finally speaking up again, and when she did her hand was already in motion.

“...so...so this is it, huh?” Oh, how her tune had changed! From flatly denying the existence of a penis with such borderline magical properties as instantaneously inspired desire to drifting towards it with a hand, a hungry look rising in her eyes. As she neared the form of that mighty length she even licked her lips in anticipation, and Rainbow Dash could hear her give an audible, hungry sigh from deep within her throat. “It’s...it’s pretty nice...I s’pose.”

“You can help yourself,” Rainbow Dash offered in her endless benevolence and generosity. “I don’t mind at all.”

“Well, uh...well, I suppose it’d be rude if I...turned down your hospitality…” Applejack’s throat tightened as her eyes went wide, and she felt herself completely unable to resist. The call of Rainbow Dash’s cock was every bit as impossible to stand against as the blue-skinned girl claimed, and just a sight of that flawless phallus was enough to break even the resolve of someone as stoic as Applejack. The cowgirl’s hand was nowhere near as smooth and silky as the grip of her delicate girlfriend was last week, but it was no less doting as she scooped her fingers underneath Rainbow Dash’s shaft and hefted the weight within her grip. A slow squeeze came as she tested the size of it, and then a gentle pump from the tip all the way down to the base. As Dash’s cockhead was left exposed the deeper blue flesh started to shimmer with a dot of clear but rich precum seeping from the tip, a sure sign that she was enjoying the affections of her honest and reliable friend.

“Here we go, AJ,” Rainbow Dash beamed, and slid her hands out to gently take her friend’s cheeks within her palms. She moved Applejack’s head slowly forward, guiding her with ease as the other girl remained effectively enthralled. With Dash’s help Applejack soon found her face pressed flush against that big blue dick, her lips against the spot where Dash’s cock met her balls and that glorious shaft blocking half of her vision. As she felt the cowgirl’s breath tease across her sack Rainbow Dash shuddered in delight, and gave her friend a small nod to encourage her forward. “Don’t know if these will compare to apples, but I’ll bet you’ll love the taste anyway.”

She did indeed know how they’d compare to apples - she just didn’t want to offend one of her best friend’s core beliefs at such a delicate moment.

Applejack wasn’t a girl that most would have assumed had a talent for sucking balls, but she proved it to Rainbow Dash in the following minutes. With one of her hands wrapped gently around the base of Dash’s shaft Applejack followed the natural progression of where her friend had guided her face, parting her lips and sticking out her tongue to begin the slow, wet worship of her friend’s undercarriage. As that wet pink muscle passed back and forth across a pair of perfect blue balls, Rainbow Dash merely stretched out and spread her thighs a little wider, taking a long, deep breath of satisfaction. The entire time that Applejack worked Dash gazed down at her friend fondly, usually only able to see one of her eyes because the other was blocked by the sight of her perfect dick.

Dash couldn’t blame Applejack for her sudden fascination. She couldn’t blame any of the girls she had exposed herself to. After all, if she wasn’t that glorious cock’s exclusive owner, she might have been just as enthralled by it! With a smile Dash reached down to thread her fingers into the back of Applejack’s hair, scooping her hand around her ponytail and holding it loosely by the base. She didn’t bother to control her friend’s actions just yet; Applejack was doing fine on her own.

The couch creaked underneath their movements, with Applejack bracing her knees against the far end and dropping her face even further forward. It was difficult for the cowgirl to keep her balance, considering she was using one hand to slowly jerk Rainbow Dash off while the other was constantly gravitating towards her own thighs. She was utterly soaked underneath the denim even from just a few brief moments of sucking, her nethers easily as moist as the beautiful blue sack she had been smoothing her tongue across. Wet noises filled the air between them as she kept working and finally she felt so weak that she had no other option but to use her free hand to hold herself up, her senses practically bubbling over with pleasure and making every muscle twitching and weak.

“D...Dash...this…” It was hard to hear Applejack’s voice through the mess of slurps and licks, not to mention the desperate, gasping breaths that Rainbow Dash felt rush across her sack. “We shouldn’t...I can’t...this ain’t…”

“Shh, it’s okay, Applejack.” Rainbow Dash beamed, and gently caressed her friend’s hair in a smooth, fluid gesture. After wrapping her hand around Applejack’s at the base of her cock, she lifted it up just enough to swing back down a few times, lightly slapping the cowgirl’s face and smearing spit and precum across her features. It was a fine payback for how thoroughly she had beaten Dash during their video game session, but at least the gesture came with more of those supportive, soft words. “Just trust me. If you think you feel good now, just wait until we’re done…”

Applejack surely had some guilt swelling within her, no doubt struggling with some of the memories of Rarity and their bumpy past week together. She had gone from concern over her girlfriend’s well-being to sucking on her best friend’s balls in record time, and there were no signs that she was about to stop. If anything her motions were getting wetter and even more intense, with the cowgirl laying her tongue flat against the spot between Dash’s sack and rear, and slurping up in long, wet lines that made the blue-skinned girl spasm. When she released Rainbow Dash’s cock from her grip it wasn’t because she didn’t desire to keep holding it - she just knew she couldn’t keep herself up using just one hand anymore. If she was going to be braced on her hands and knees, the poor cowgirl didn’t have the power to do it with anything less considering how gloriously aroused she felt.

“Mmm...shhllp...maybe, maybe better...than apples…” Applejack would deny ever having said that, but the announcement was enough to make Dash’s cock spasm in glee. She finally tightened her hand around Applejack’s ponytail and pulled her up from her work, leaving her balls coated in spit and her prick twitching back and forth in arousal. As Dash pulled Applejack’s face forward she wisely decided not to call out the cowgirl’s apple blasphemy - if there was anything that could break the enchanting spell that was her dick’s addictive perfection, that would be the thing that did it. And she had been craving this moment for a long, long time...too long to risk wasting it with a little apple tease.

“Ready to get fucked, AJ?” Rainbow Dash asked, bringing her friend’s face near her own. Applejack’s cheeks and lips were glistening with spit, a thick clear layer that sat overtop an intense blush. Applejack’s eyes were wide and her throat was tight as she heard her friend’s question, and before she even thought of Rarity her head was nodding up and down. After all, honesty was her deal, not loyalty. Rainbow Dash giggled with excitement as she released her grasp on the cowgirl’s hair, and started to rise up from the couch. “Just stay right there, AJ! You’re already in the perfect position!”

Good thing, too, since Applejack wasn’t entirely sure she could move from her current spot. She remained on her hands and knees there on the couch as Rainbow Dash slipped behind her, darting to the other side and kneeling squarely behind her friend’s rear. Her hands lowered to Applejack’s hips where she grasped the girl’s belt and yanked it open, making short work of her jeans all the way down to her knees. As soon as she left Applejack’s nethers exposed Rainbow Dash was happy to surprise her with a sudden lick - shoving her head down and forward, nestling her nose against Applejack’s pussy, and offering a short, sloppy kiss to her clit.

Applejack tensed up in delight, but it was Rainbow Dash that was really left breathless. She’d enjoyed plenty of pussies in her day, but…

“Wow, Applejack! You’re...you’re soaked!” CHS’s star athlete was outright shocked; who knew that Applejack was so naturally, well, juicy? The girl’s pussy was glistening like it had just been slathered in lube, her thighs were noticeably moist, and when Rainbow Dash glanced down at the panties tented between Applejack’s knees, she could see that they were remarkably damp. Rainbow Dash getting girls wet was a law of nature, but this was something else entirely. “Just...just wow!”

Her words were spoken in fascination and even admiration, yet it was enough for Applejack to look over her shoulder with a big blush across her cheeks. It was clearly something she was a little self-conscious of, and the amazingly-cocked Dash felt a bit guilty about bringing it up. At the very least, more guilty than she did about fucking Applejack behind Rarity’s back.

“D...Don’t make fun,” Applejack murmured in her sweet Southern drawl, and bit gently down across her lower lip. She fidgeted from side to side, and her voice slipped out in a bashful tone almost more fitting of Fluttershy. “I just...I just always been...like this.”

“AJ, are you kidding?! I think it’s great!” Rainbow Dash giggled in delight, and suddenly latched atop her friend from above. She pressed her own flat chest to Applejack’s back as she embraced her hard and heavy from behind, squeezing her close and pressing a few hot, hurried kisses to the back of the girl’s neck. The entire time her throbbing length was sandwiched between them, and just underneath it Applejack’s already-soaked pussy pulsed in hot, hungry pleasure. As Dash embraced her dear friend her voice finally chirped up once more, just as she released her grasp and hopped back into place. “You’ve got an amazing pussy, AJ. Let’s see what it can do!”

It went without saying that Applejack’s pussy was the wettest Rainbow Dash had ever slid into. There was barely any resistance or tension at all as she pushed her flawless blue dick inside, and Applejack readily pressed her face to the couch cushion as she gave herself over to her best friend. Dash held her breath as she pushed herself inside solely so she could listen to the wet noise of her impact - and it didn’t disappoint. A long, loud slurping noise filled the air between them as Rainbow Dash pressed her prick into Applejack’s depths, and the entire time both girls were left shivering in pleasure. Applejack’s hands were locked around the edge of the couch as she tried her best to brace herself while Dash had taken hold of her ponytail once more, this time gripping it a fair bit harder and keeping the cowgirl properly in place. Once she was pushed all the way inside of Applejack’s sopping slit Dash finally gave a groan of pleasure that was appreciative beyond almost any pussy she had ever enjoyed.

“...w...wow...so awesome…” The blue-skinned girl twitched in pleasure, and her mouth hung open with a wide, horny smile on her face. Wet, warm, tight, and belonging to a tomboy that Rainbow Dash had always felt in competition with. It could’ve quite possibly been the perfect pussy...at least so far. There were plenty of other girls at Canterlot High she hadn’t gotten to fuck yet! “...Applejack...I can’t believe you’ve been holding out on me!”

It was perhaps not intuitive to Applejack that she should have informed her best friend that she had a particularly wet and juicy pussy, but the cat was certainly out of the bag now. As Rainbow Dash started to thrust back and forth those wet noises continued and even rose in volume and sloppy moist delight, soaked and slippery and unmistakably intense. Applejack’s panties were still getting wet even though they rested six inches below the contact taking place, for with every press of Dash’s hips more of Applejack’s glaze fell down from above. The cowgirl braced herself and shut her eyes while her entire body tensed in pleasure, and though she was still struggling with the knowledge that she was cheating on Rarity she couldn’t deny just how wonderful this felt.

The two girls went at it with reckless desire, and Rainbow Dash gleefully thrust her unprotected shaft harder and harder into Applejack’s depths. Usually she liked a bit of dirty talk when it came to fucking one of her friends, but in this case...Applejack’s pussy was doing plenty of talking. The “shlrup, shlurp, shlurp” sound that filled the room was music to Dash’s ears, and she soon found herself playing games with the fact that Applejack’s pussy was soaked to the point of audible moisture. She tried to see if going faster would generate more notes or going slower would drag the sound out, all while grasping Applejack’s ponytail and keeping her friend right where she needed to be.

Unfortunately, the Rainbooms wouldn’t be adding a new pussy-based instrument to the set list anytime soon. Not because it was devoid of musical value, of course, but because Rainbow Dash wasn’t sure how long she could last. The faster and faster she went the more the girl’s heart started to race, and she could feel goosebumps rush across her flesh as her spine tingled in delight. Applejack wasn’t faring all that much better from the sounds of it, though the cowgirl’s desperately low and horny moans were rapidly raising to a higher pitch. It was clear that Applejack was going to be the one to climax first, and Dash was quick to capitalize on that. She pressed herself flat to her friend once more, tugged harder on her ponytail, and reached a hand around to fondle one of Applejack’s tits through the fabric of her shirt.

“C’mon, AJ, squirt for me!” She gave her friend a joyful order. “I know you can do it! A pussy like yours?! C’mon AJ, let’s make a mess!”

Rainbow Dash, in retrospect, would’ve realized that she didn’t know the trouble she was asking for. In the hours she’d spend later in the laundry room trying to clean the scent off of the couch cushions before her parents came home, she’d have plenty of time to think about the ramifications of telling a woman like Applejack to squirt as much as she desired. As that thrilling blue dick lodged deeper and deeper Applejack took her friend up on the invitation, and as her voice filled the room in a throaty cry she erupted in pleasure in a fashion Rainbow Dash had never witnessed before. A spray, a squirt, violent trembling from the waist down, the fierce grip of a cowgirl’s calloused hands against the edge of a couch. Applejack wasn’t just the wettest fuck Rainbow Dash ever had - she came light a fucking freight train. Her muscles went so tight that Rainbow Dash wouldn’t of been able to pull out even with Applejack’s soaked state, and that fierce grip was enough to draw her into the fun with her own intense, writhing climax.

Needless to say, the two girls made a hell of a mess. Between Rainbow Dash’s impressive cock flooding Applejack’s pussy with cum and the cowgirl squirting like a ripe piece of fruit, there was barely a bit of fabric between them that wasn’t left moist and damp. It wasn’t until ten minutes later that they both had reclaimed their spots on the couch with their pants pulled back up, laying back and staring up at the ceiling in a thoroughly soaked state. The couch cushions. Applejack’s jeans. Rainbow Dash’s athletic shorts. The carpet. Dash’s hair - somehow or another.

“...so...awesooooome…” Rainbow Dash twitched, practically melting into the couch as she took a deep, hungry breath of the scent of horny lust that still hung in the air. She had a hell of a lot of work to do before her parents came home. “Next time...let’s fuck in the shower, though.”

“There ain’t...there ain’t gonna be no next time, Rainbow Dash!” Applejack would’ve been standing and wagging her finger at her friend, but she was just too damned tired. She was too tired to even look to face Dash, knowing that it would only make the guilt inside of her even worse. “I...I just done cheated on Rarity! I gotta tell her right away and hope she forgives me!”

Rainbow Dash slowly looked over to her friend, and gently arched an eye. It made sense that Applejack wouldn’t even consider an option close to silence - her literal first instinct after cumming was to come clean. Bitch loved honesty as much as she loved apples.

“I’m sure it’ll be fine, Applejack,” Rainbow Dash offered, and moved a hand out to pat her friend on the shoulder. “Just...just tell her the truth, I’m sure she’ll understand.”

Rainbow Dash was frankly shocked that saying so wasn’t enough for Applejack to put two and two together and figure out that Rarity was the one riding her flawless dick last week. But then...Applejack was a sweet, simple type. Honest. Genuine. Kind.

...with a pussy like a fucking moat.

End of Chapter Three.


	4. Classy Cocksucker

**Summary for the Chapter:**

> Octavia. So classy. So stylish.
> 
> And when she sees Rainbow Dash's amazing dong...so slutty.

Rainbow Dash’s 10/10 Top Tier Cock  
Chapter Four: Classy Cocksucker  
-by Drace Domino

The sound of the music room door opening was followed almost immediately by a labored groan. Standing in the doorway was none other than Octavia, looking as refined and cultured as ever, carrying her violin case in one hand and a book with sheet music in the other. The groan she offered was just about the most unmelodic thing about her, and the reason she offered it was staring back at her from deeper inside the room.

“...I thought you had gone home for the day.” The dark-haired girl glared at the cocky, blue-skinned brat sitting back in a chair and plucking away at the strings of an electric guitar. Rainbow Dash didn’t seem to be doing anything in particular other than leaning back and tuning her instrument, and yet Octavia was instantly put on edge by her presence. “Will you be here long? I was hoping to practice for my recital.”

“Go ahead and practice, Octavia! I won’t get in your way.” Rainbow Dash gave the girl a lazy smile as she leaned back in her seat, teasing again at the strings of her guitar. Aside from the two of them the music room at CHS was completely empty; something that only made the situation a bit more tense for Octavia. Rainbow Dash certainly didn’t seem to mind it, though, and let her voice drift forward in a casual tone to help put her concerns to ease. “I don’t really need the practice, after all. I’m already pretty awesome. Did you hear that the Rainbooms have a gig booked for the school dance?!”

“...I suppose childish ‘popular’ music has its place among the public.” Octavia scowled, and gently closed the door as she stepped inside. As she moved to her preferred spot in the room - what she had decided was the perfect spot for acoustics - she gave the other girl a passing glance with even a slight lift of her nose. It wasn’t that she thought she was better than Rainbow Dash, but...she was certainly more serious than her when it came to music. “If the Rainbooms’ melodies happen to encourage other students to try their hand at the art, then all the better. I never would have suspected Trixie for a budding musician, but her desire to compete with you certainly pushed her into it.”

“Yeah, we’re pretty inspiring.” Rainbow Dash chuckled in response, glossing over the fact that the only reason Trixie had ever laid hands on a guitar was in the hopes of shoving her great and powerful talent down Rainbow Dash’s throat. Not that it had turned out that way. “When’s your recital, ‘Tavia? Want me to come and watch it like I did last ti-”

“Absolutely not!” Octavia suddenly snapped in response, spinning on a heel and glaring daggers at Rainbow Dash. The mere memory forced her to tighten her grasp around her violin case and her sheet music, not to mention forced a heavy blush across her classy, gray features. “If you think I’d be so crazy to let you in the front door after what you pulled last ti--” She took a deep and steady breath, trying to collect her nerves and keep her patience. Ultimately, it was a failed attempt. “--do you have any idea how close we came to getting caught?! What it would have meant for my future career if we did?! I can’t believe I went along with it! I can’t believe you just...just...took it out like that!”

“Heh, yeah, it was pretty great.” Rainbow Dash beamed from ear to ear, and slapped a hand casually against the frame of her guitar. Even now she was wearing her tightest athletic shorts and sporting the outline of an impressive cock that Octavia had already become familiar with in the past. This was no dressing room at the town’s community center like the last time, and there wasn’t a crowd of people outside waiting for the prodigy violin expert to finish getting fucked so she could begin her recital, but Octavia looked just as good. Slim and cute in that prissy way of hers; wrapped in what had to be the lamest purple and white dress at CHS yet somehow looking good in it. There was no doubt that she was the classiest and most cultured girl in school, but Rainbow Dash couldn’t help but think about a few months ago when Octavia was anything but. “It all turned out just fine. Personally? I think it relaxed you. Loosened you up a bit! Maybe even put a little ‘awesome’ in your performance!”

“If by ‘awesome’ you mean the fact that I could feel your cum leaking into my panties the entire time I pla--” Octavia tensed up and clenched her teeth, brow furrowed in irritation. She should’ve known the kind of smirk that was going to earn from Rainbow Dash, and sure enough the other girl didn’t disappoint. “Nevermind. I performed well that evening because I practice three hours every night, one hour in the morning, and one hour after class. It was not because you just happened to push some of your...goo inside of me.”

“Maybe it was a little bit of both.” Rainbow Dash grinned and hopped up to her feet, setting her guitar aside as she approached. She could already tell that Octavia wanted to be left alone, but that had never really mattered much to her. In the eyes of Rainbow Dash, this whole damned school could do with a little lightening up. More Pinkie Pies and fewer Maud Pies. Octavia wasn’t the biggest stick in the mud at CHS, but she was close. And she was definitely the prettiest...at least in that particular moment. Rainbow Dash stepped up to stand beside the girl’s chair, and her hands dropped down to reach for the sheet music. It might as well have been Greek to a self-taught talent like Rainbow Dash, yet she still flipped through it as if she understood every note. “Yeah, yeah. That’s good. This’ll put your skills to the test for sure. Who are you trying to impress, ‘Tavia? You know the grand symphony isn’t coming to a small town like this. Gotta admire the effort, though!”

“...those are my warm-up sheets,” came the other girl’s response, and she moved a hand up to snatch the notes from the other girl’s hands. She gave Rainbow Dash a flat look that made it clear she wasn’t buying her nonsense, that if there was one thing Octavia could call bluffs on it was faked musical knowledge. Rainbow Dash might have had plenty of raw talent, but she lacked the discipline, the studious nature, the focused precision of the immensely skilled young woman. Octavia kept her violin in its case for the moment, arching a brow as she gazed towards the other woman and patiently tapped her foot to wait for her to leave. “May I begin my practice now? Your other friends aren’t hiding somewhere, are they? The last time Pinkie ‘surprised’ me I was cleaning cupcake icing off of my cello all night.”

“And the last time I surprised you, you were cleaning icing out of your panties all ni-” Rainbow Dash didn’t finish her thought, instead merely tilting her head as she looked to the other girl. “Hey ‘Tavia, what’s wrong? You got a headache or something?”

Because quite obviously, that could be the only reason the girl was pinching the bridge of her nose and pressing her face into her palm.

“...yes, Rainbow Dash. I have a headache.” Her voice was only barely restraining the irritation that was bubbling over to the surface. The frustration. The annoyance. Rainbow Dash was a fine young woman but an acquired taste, and absolutely not a girl that was perfectly fine tossed into any moment of one’s life. Two days before one of the biggest recitals of her life occupying the only room with decent acoustics for a country mile was certainly not the time or the place for her antics. Octavia finally looked up from her palm to the cocky young woman, and spoke out in a blunt fashion that even left Rainbow Dash surprised. “Lock the door and get your shorts off, but I expect you to leave when we’re finished.”

Rainbow Dash had to admit she was surprised, but not terribly so. Octavia was a girl with focus and drive, and she didn’t like playing around with nonsense like flirting. If their evening was going to end with her becoming a wet and happy mess, she’d obviously just like to get that part over and done with so she could focus on everything else. Rainbow Dash made her way to the door to lock it just as she was told, though while she was over there she lingered for a bit, looking back at the other girl with a slightly concerned expression. Slightly.

“You’re sure?” she asked, and stuffed her hands into her pockets as she began walking back. “I mean, I ain’t trying to pressure you or anything. If I wanted to do that, I’d just show you my dick and then we’d go from there once you decide you gotta have it.”

...it was how they first ended up having sex, after all. Despite the slight awkwardness of the offer, Octavia seemed resolute. She had already tucked her sheet music back into the folder and set her violin case down on the floor, just as she stood up and straightened her hands down the front of her dress. Once Rainbow Dash locked the door Octavia began to move down to her knees, giving Dash the perfect spot to walk up towards and offer her lap.

“You’re clearly bored and looking to have someone give you a good time,” Octavia began simply, and gently huffed as if she was being terribly put out by that fact. “And I will admit, with the stress of practicing for my recital I am a...bit tense. I would probably enjoy a chance to let my hair down a bit, and this is a much more appropriate location than last time.” A high school music room was hardly the most fitting spot for a horny tryst, but...at least there was no audience a few doors down this time around.

“Heh! Sounds great! Who says nerds like you don’t know how to have fun?!” Rainbow Dash grinned as she moved right into position before Octavia, her thumbs hitching against the waistband of her shorts. As she began to tug them down the other girl gave an exasperated sigh, rolling her eyes as she offered a labored response to the cocky young woman.

“You did. It was the title of your research project last month. You even mentioned me by name...in...the ti...tle…” her words drew softer and more awestruck as the seconds passed, for Rainbow Dash’s amazing cock was exposed before her. As soon as the shorts were pulled away any touch of hesitation within Octavia was immediately stripped away, and her eyes went wide as she took in that glorious image before her. Beautiful, bold, and blue...just as she remembered it from a few months ago. She was every bit as hungry for it as she was that first time she laid eyes to it, and Octavia’s hands swiftly darted forward to embrace what was effectively an old, close friend. With one hand scooping underneath Dash’s balls and the other guiding the girl’s shaft, Octavia pressed her face down against Rainbow Dash’s lap and fawned over it fondly, turning her head from side to side and letting every inch of it brush across her soft gray cheeks. “Oh my...I forgot just how lovely it is. How...how such a brute like you can have something so...flawless…”

“I’ll take that as a compliment.” Rainbow Dash smiled, a toothy grin plastered across her face. “It sure missed you, ‘Tavia. You have any idea how many times in music class where I sit back watching you play the clarinet, wishing it was my cock?”

The clarinet. The oboe. The flute. There were plenty of phallic instruments that Dash had watched Octavia put her skilled lips to. Finally getting her cock sucked in the music room by the school’s best musician was the culmination of a long-fostered desire. The perfect girl in the perfect place. It was just like when she railed Photo Finish in the darkroom!

The praise Rainbow Dash offered to Octavia fell on deaf ears - not because the musician wasn’t willing to listen, but because she was completely enthralled by the sight of Rainbow Dash’s length. She was still squeezing it against one of her cheeks and feeling the rhythm of the other girl’s heartbeat through that meaty pole pressed against her, savoring the metronome-like pulse. Her eyes closed and she could practically picture a melody to go along with the other girl’s throbbing, a ballad for the best, most glorious dick at CHS. When her attention finally returned Octavia didn’t even bother trying to talk to Rainbow Dash, it had never seemed particularly necessary or worth the effort in the past. Especially when that plump blue member was so much more rewarding for the efforts of her mouth. Wordlessly Octavia pressed her lips to Rainbow Dash’s tip and slowly started to slip her mouth down those azure inches, her tongue going flat and sliding underneath the girl’s tip. As she worked her way down Octavia’s charming eyes gazed up at Dash from below, the perfect image of a cultured girl eagerly going to town on a classless cock.

Rainbow Dash merely beamed, and threaded her fingers into Octavia’s hair to help the girl out. The musician had asked for this moment, and the sight of Dash’s dick had locked in the decision beyond all questioning. Clearly Octavia had her own plans and desires for what to do with it, and so Dash was willing to let her control the pace for now. She didn’t push at Octavia’s head or pull at her hair while the other girl worked her way down her cock, slurping and sucking all the while as her fingers cradled the heavy balls underneath. She was fawning over them softly, carefully, using the precise fingering one would expect of a concert performer like her.

“That’s it, ‘Tavia...fuck, you’re so pretty with my dick going down your throat,” Dash hissed as she pushed her hips forward, squeezing another few inches forward. She could tell that she managed to push into the barrier she had just mentioned, both from the sudden way Octavia’s eyes widened and by the enhanced compression against the tip of her cock. Octavia’s tongue had long since stopped being able to reach that sensitive tip, but now it stuck out from where it was positioned at Dash’s midpoint, wiggling forward in an attempt to get a tiny taste of her balls. All the while her eyes stared up at Dash with a firmly enchanted gaze - the same look of abject, undeniable pleasure that all the girls lucky enough to suck off CHS’ star athlete wore. Sunset Shimmer, Rarity, Applejack, Vice Principal Luna...it didn’t much matter. If it had a pussy and was under the same roof, it just loved the taste of Rainbow Dash’s dick!

“Deeper. C’mon, ‘Tavia, I know you can do deeper.” Dash grinned, finally seizing control by slipping her hands to the back of the other girl’s head. She held her firmly in place as her hips shoved ahead, and she forced her dick another two inches down into Octavia’s mouth. The girl was truly deepthroating her now, complete with a tiny bulge at the front of her throat. Good thing she wasn’t a singer, otherwise the sore throat would certainly made her recital go a little less than perfect in two days! Rainbow Dash kept pushing ahead and Octavia just kept handling it, managing to fit all of the other girl down her throat until at long last Dash hit the base. Her blue balls pressed to Octavia’s chin, her muscles tightened and quivered in pleasure, and Rainbow Dash was left gasping and staggered, her prick pulsing against warm, wet walls from seemingly all angles.

“F...Fuck...don’t know how...how you can handle it…” Rainbow Dash shuddered, arguably having a harder time keeping her cool during the deepthroating session as the girl putting her mouth on the line. “You still okay down there? Let me know when you need to come up for air!”

What she reserved in response was a simple gesture, and perhaps a bit more casual that what one would expect from a refined young lady like Octavia. A simple thumbs up - she was quite content to kneel there on the floor with Dash’s cock shoved down her throat, feeling it pulse against her walls and letting the thick, heavy taste saturate every inch of her mouth. Just as she did with the skillful fingers that even now still teased Dash’s balls, Octavia relied on her skill as a musician. Controlled breathing. Patience as she waited for the opportunity to claim another gasp. Focus. A natural durability of the throat and vocal chords. Octavia’s prodigious talents didn’t merely extend to playing the violin, after all! Rainbow Dash’s glorious cock was just yet another instrument that the girl could master with a bit of practice. Hell, she had only sucked on it twice in her life so far, and she was already one of the best.

When Octavia moved, it wasn’t to escape or pull her head away. Rainbow Dash had long since stopped holding her head, and she was afforded free range should she need to accommodate for comfort. Instead, she rolled her head from side to side, pressed her nose against Rainbow Dash’s lap, curved her tongue as much as she was able...anything to keep that prick down her throat pulsing and trembling. There was a strain to be sure; even with her skills she was feeling that enormous cock bulge her throat and put pressure on her muscles, but she didn’t choke. She didn’t gag. Her eyes didn’t even water. She kept playing Dash’s instrument with expert grace and true class, all while massaging her balls and staring up at her with rich, beautiful purple eyes.

“D-Damn, Octavia, I...hnnnn, I can’t...can’t hold on, I--” Rainbow Dash sounded almost worried in that moment, pleasure erupting through her body and goosebumps forming on her arms. Her eyes went all the wider as she started to surge with pleasure, and she suddenly did something she never thought she’d do - be the first one to pull her cock out of a girl’s throat. She couldn’t help it! Octavia was clearly determined to take every last drop straight down her gullet, but in a moment of brief clarity Rainbow Dash was a bit concerned she might hurt her. Taking her massive cock straight down into her tender throat was one thing, but the inevitable torrent of cream that was rushing forward? It’d be a little harder for Octavia to manage it, no matter how enthralled she was by that top tier dick.

Besides, as Rainbow Dash pulled her rod free from Octavia’s throat she ended up landing the squirting tip of her dick someplace a bit more accommodating - her mouth. The first shot of hot cum came just as Rainbow Dash’s tip found Octavia’s tongue again, firmly planted within the girl’s mouth. Octavia herself let her hands lunge forward to lock around the rest of Dash’s spit-soaked length, squeezing and tugging and making sure she didn’t get any further. The athlete might have stolen that glorious blue dick away from the depths of her throat, but she sure wouldn’t rob the musician of that gooey, delicious treat to gobble down after!

Rainbow Dash twitched and moaned as Octavia absolutely drained her cock, sucking, squeezing, pumping, and letting her tongue dash back and forth over that spasming tip. As the torrents of cream rushed forward Octavia swallowed them all in patient measure, once more relying on talents she had learned as a musician. Her lips and tongue were busy but her throat gulped down load after load without halt or pause, and she savored the warm, soothing nectar that coated the inside of her throat the entire way down. Despite her arrogant style and her cocky attitude Rainbow Dash looked every bit the one on the defensive in that moment, riddled with goosebumps, trembling with butterflies in her stomach, and left with a cock that had just gotten one of the best sucks it ever felt.

And most impressive of all, Octavia did it all without spilling a drop. There was no cum oozing from the corners of her lips, no long threads that hung from Dash’s shaft. Hell, her cheeks didn’t even have any spit on them! Cultured, classy, and precise. Octavia was a skilled and tidy suck, that much was certain. And yet...Rainbow Dash found herself wondering...just where was the fun in that?

“That...that was a hell of a clean blowjob, ‘Tavia.” Rainbow Dash smiled, genuinely impressed at the other girl’s ability to deepthroat her so effectively and so neatly. She was still twitching in aftershocks of pleasure, and Octavia’s tongue was still cradling her tip on her tongue to keep that oozing goo on track down her throat. Rainbow Dash’s smile intensified all the further as she quirked a slender brow, and let one of her hands tease playful fingers down the side of Octavia’s long, dark hair. “There’s only...one problem.”

Octavia, still with her mouth completely occupied, didn’t take Dash out of her mouth to respond. She only raised an eyebrow in an inquisitive fashion, gazing at her friend curiously. The smirk Rainbow Dash wore was enormous, far too large to suggest she was planning anything other than a deviously naughty moment of lust.

“I’d really, really like to fuck you,” she admitted, and even gave a tiny shrug as if her hands were tied on the matter. “But you just look so neat and lean. So classy! I’d be afraid if we had sex, I’d ruin how tidy you look. I mean...I just couldn’t bend a girl as pretty as you over and fuck her. I’d get you all sweaty and dirty! If only you were...messier. Then I wouldn’t feel bad about it!”

Octavia read the girl’s meaning quite clearly, and in an hour or so she’d most likely grumble at Rainbow Dash about what a mess she’d soon end up as. For now, however, the path ahead was clear. If she wanted Rainbow Dash’s cock inside of her, which she absolutely did, she had to ruin all the hard work she had put forth in sucking her down without a misplaced drop. There was no point in being neat and tidy when your partner was a thick-cocked soccer player that didn’t know the meaning of the word “fancy.”

With little other choice, and with a growing heat and wetness between her thighs, Octavia pulled Rainbow Dash’s tip from her flawless, smooth lips. Even now, Octavia was the picture of beauty without a hair out of place, looking as refined as ever. No one would possibly be able to glance at her and guess that she was nursing a belly full of a copious amount of cum, or that her kiss would taste exactly like the biggest dick at CHS. Conversely, Rainbow Dash’s member was a mess. Spit-soaked, glistening in her own cum, still wet from the depths of Octavia’s throat and oozing a bit of white from the tip.

“...for heaven’s sakes, you’re such a brute,” Octavia grumbled, but followed her words by doing exactly what was required of her. If only messy girls got fucked, then she could certainly learn to be one of them. Her eyes closed as she pressed her face forward, forcing it against Dash’s cock and using it as a wet magic marker across her flesh. A gasp came from both girls as Octavia affectionately smeared Dash’s length across her cheeks, eyes, and forehead - from the slippery shaft that was coated in her own dense spit to the tip that squeezed out a few wet lines to run across her face in long, sweeping strokes.

The entire time, Rainbow Dash just leaned back delighting in it. There was a deep and visceral joy that came with seeing a girl, especially a fancypants like Octavia, make an absolute mess of herself with a soaked, slippery cock. The joy was magnified all the more with the knowledge that she doing it specifically so she could earn the right to get fucked. By the time Octavia was finished her face looked anything but classy, but she still looked as pretty as they came. Glistening gray skin, a heavy blush, and ribbons of wetness that attached her lips and cheeks to that throbbing member. When she was finished, Octavia opened one eye - since the other was too wet to allow it - and she spoke in a poised tone that absolutely betrayed the way she looked.

“Is this enough?” she huffed, and squeezed Rainbow Dash’s length again. “Surely I’m enough of a mess by now!”

If it had been Sunset Shimmer, Rainbow Dash would have made her open up and spit in her mouth once or twice for good measure. Buuuuut...she liked Octavia. And that was just a bit of overkill reserved for the baddest bitches that deserved that kind of treatment. And Octavia, especially after that display, deserved one hell of an orgasm.

“...you’re going to have so much cum in your panties during the walk home.” Rainbow Dash giggled wildly, and suddenly moved to sweep up her messy deepthroat pal.

***

Mere moments later, the music room was filled with the sound of Octavia’s voice. The girl wasn’t traditionally known for being a singer, but there was nothing a good, hard fuck from Rainbow Dash couldn’t milk from a girl. As Octavia’s voice rose and fell with every heavy push forward, Rainbow Dash beamed wide, slamming her hips back and forth with every bit of weight she could manage.

She was fucking the girl while they both stood up, Octavia bracing her hands on a music sheet stand while Rainbow Dash held up one of her legs by the thigh. She had stripped the musician down in record time, leaving her wearing nothing but the knee high white socks she always wore and the mess of spit and cum she had smeared across her own face. Every push forward from Dash made the music stand squeak almost as loud as Octavia herself, and the star athlete grinned as she pressed against the other woman as much as she was able, nipping at the back of her ear in hungry, excited fashion.

“Hope this’ll help you with your recital stress, ‘Tavia!” She beamed, and the room was filled with a series of wet, hot noises as she rapidly plunged her cock in and out of the musician’s slit. “When you’re done, we should do this again! Or maybe I can just come by and we can have some fun before you go on stage!”

It was, beyond a shadow of a doubt, the last thing Octavia would have asked for a half hour ago. Now her tune was completely changed, and her voice filled the music room with a pleading, desperate noise.

“Oh, yes, please!” she practically sang, gazing back at Rainbow Dash and reaching a hand for the girl’s head. She managed to pull her in for a few hot, hungry kisses - spreading the nectar that glazed her own cheeks to Dash’s as she did so. She screamed in sudden bliss as Dash’s cock plunged particularly deep within her, and her begging cry followed right against the other girl’s mouth. “My...my recital is at three! If you stop by at two, you...you can fuck me silly while everyone is being seated!”

“I’ll be there at one!” Dash responded, tightened her hand against the underside of Octavia’s thigh, and began to pick up the pace. Faster and faster she slammed forward, inspired by the knowledge that she’d get to fuck this incredibly classy girl in just a few days time. The last time she banged Octavia backstage had been an unexpected delight and a bit of a rush job, but in a few days she was going to get the chance to take her time with it! Octavia would either be the most relaxed she’s ever been and give the recital of her life...or be too sore, tired, and filled with cum to drag herself on stage.

Either way, it’d be a hell of a concert for Rainbow Dash!

It didn’t take much longer of thinking about that moment, combined with the tight grip of the musician’s pussy for Dash to finally hit her peak. She joined Octavia in a joyful cry as the two girls climaxed together, and that thick, blue pole began to spasm and twitch against the tight wrap of Octavia’s hole. Her cum rushed forward once more and this time it was far from the tidy affair of the deepthroat - creampieing Octavia was a wet, messy, and sloppy affair that both women absolutely relished. It dripped to the carpet, slipped down the thigh of the leg she was standing on, and when Dash pulled her cock out Octavia had to slip a hand underneath her pussy to avoid making too much of a mess in the school music room.

By the time they were finished both girls were marked with sweat, though Rainbow Dash definitely looked cleaner. She was slipping into her athletic shorts once more, tucking her cock back down the front and pondering if she could squeeze in a visit with Sunset Shimmer before she made her way home. As she did so, she cast a gaze over to Octavia, who stood shirtless and slipping her panties up along her legs.

“...how’s it feel?” Rainbow Dash couldn’t help but ask her in teasing fashion, licking her lips and watching as the girl’s dark purple underwear almost instantly went wet from the white runoff within. “Relaxing?”

“...squishy,” Octavia murmured with a blush on her cheeks, but nodded all the same. She was busy slipping into her skirt and shirt once more by the time she finally added a second thought to her comment, idly nibbling on her bottom lip as she did so. “But yes. Relaxing. I will...make arrangements for you to be let backstage during the recital.”

“Great!” Rainbow Dash hopped over, and gave the girl a kiss on her sloppy, messy cheek. What were a few spit and cum threads between friends? Dash was almost ready to bounce away and get Sunset Shimmer to suck the fancy taste off her dick, until another thought popped into her mind. Suddenly she looked a bit concerned, and scrunched up her nose as she gazed back at Octavia. “...I don’t have to stay for the actual recital, do I?”

Only one of the girls in the room had any class, and it sure wasn’t the one sporting ten blue inches.

End of Chapter Four.

**Author's Note:**

> Hope you enjoyed! Pretend a magi-cock was just waved in your face and give me a follow on [Twitter!](http://www.twitter.com/DraceTales)


End file.
